All I Have To Give A Ben 10 Fan Fic
by sharpieufp
Summary: Two years after Team Tennyson defeated the Highbreeds, life seems to return to normal. That is, until Ben suddenly goes missing. Rated M For Obvious Reasons
1. Chapter 1: Missing

A/N: I do not own ANYTHING! I am just a girl bored while waiting between surgeries with WAY too much time on her hands. Anyway, this is my first story, so if u like, I will continue.

For all you Benulie and Gwevin haters out there, don't worry, this is just the first chapter. I plan to have a bit of everything for every slash lover out there, Benulie, Gwevin, Bevin, Bwen, you know, the whole nine yards. Sorry about the length. I'll try and make further chapters shorter if you like.

RATED M FOR LATER CHAPTERS, (Mpreg, Rape, Lemons, Slashes of all kinds, Gender Bending, blah-blah-blah) As for now though, I'd give this chapter a T.

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CHAPTER ONE: MISSING

7:45, PM

….tick…..tick….tick…

7:46, PM

"Focus Ben!"

"Argh!" A brown-haired teen moaned, dropping his eyes from the clock and slamming his head against the coffee table, "I can't. You know how much I hate math, Julie."

The Asian girl sitting next to him on the couch shook her head, "Not with that attitude! Come on, the finals are tomorrow."

Ben looked up at Julie. She was always like that - stubborn would be the only word to describe her. He felt the smile creep over his face. But he even loved that about her, everything from her black pixie-cut, to her green delicate socked feet, folded nicely underneath her as she sat upon his parents couch. Even though she was wearing a plain skirt and a white tank top, he couldn't help but be amazed by her beauty.

"What?" She smirked.

Ben smiled and rested his head in his hand matter-of-factly, "I was just wondering how someone like me could end up with someone like you?"

"Someone like me? Ben, you saved the entire world numerous times." Julie replied, shuffling papers, "Keep it up and I'll start getting jealous every time a girl looks at you."

Ben sighed and looked back at his study sheet. It was covered in doodles of aliens instead of answers, "Yeah, but no one knows that."

He looked up at his reflection in the dark television across from the coffee table. The reflection that stared back at him was hardly Hero material. He looked like a dork, he pouted, his hair was short and brushed to the side, he usually wore plain blue jeans, and a black tee-shirt. When he wore his jacket, you could not even really see the muscular build that he had built fighting aliens all those years.

"Oh come on Ben!" Julie said, placing her hand on his arm, "They don't need to know. Look at all those super heroes in those comics, they all have secret identities. 'Ben' is just yours."

Ben smiled, "Thanks Julie."

"No problem….now speaking of problems, stop procrastinating and lets work on studying."

"Well lookie here! We leave you alone for ten minutes and the clothing is still on? Good children."

Ben looked up and smiled at the familiar voice. His ex-nemesis/best friend stood in the doorway, carrying a tray of drinks. Kevin Levin, an ex-con and now a member of the Galactic Police commonly known as the Plumbers, was always someone to be wary of. He usually got what he want, using tactics Ben wished he could hate him for. He was everything Ben wasn't, while Ben looked like a dork, Kevin looked like someone who would be a hero. His raven hair and muscular build attracted attention, while his down-to-earth, take no crap attitude made him a mini celebrity in Bellwood, they're home town.

"Did you bring me a strawberry-orange-banana?" Ben's face lit up,

"No. How does Pineapple-I-Don't-Care sound?" Kevin replied, dropping a slushy in front of Ben, he turned to Julie and politely handed her another drink, "Here ya go."

"Thanks." Julie replied, grabbing the drink.

"Kevin, what did I tell you about teasing Ben?"

Both Ben and Kevin looked up as Ben's cousin walked in the room. Her red-orange hair was pulled back into a ponytail, draping over her shoulders. Ben smiled without even realizing it as she strutted into the room.

"Not to?" Kevin replied sarcastically,

"Oh hey Gwen!" Ben waved.

She ignored him and walked past and sat on the chair adjacent to the couch. She folded her arms and waited for Kevin to hand her drink to her.

"Well, I think that's all the studying we're getting in today." Julie sighed, she looked up at Gwen and Kevin, "I better get going."

"Really? But I just got here." Gwen replied,

Julie shook her head, "I was here to help Ben study for the Math Finals, but I've got other classes to study for as well."

"I'll walk you home." Ben offered, standing up,

"And who's going to walk you home?" Gwen asked,

Ben pointed to his wrist, where a green and black 'watch' rested. The hour-glass symbol in the middle glowed dully, "Bearer of the Omnitrix, remember?"

"Hey Ben! Guess what?" Kevin snuffled, "Trix are for Kids. Get it? Omnitrix, Trix? the cereal?"

Gwen smacked him lightly on the back of the head.

"Hey? What was that for?" Kevin pouted.

Ben and Julie quietly picked up their things while the other two were distracted and headed towards the door. Ben pulled his green jacket on and looked down at the Omnitrix. It had been nearly seven years now since he first obtained it. Back when he and Gwen argued over everything, and Kevin was a villain…

…He was so young back then. He had no idea what he was up against when the damn thing jumped up onto his wrist that summer night. Since then, he had fought many different villains, like the alien warlord Vilgax, the sorcerer Hex, the Forever Knights, the Highbreeds, even had to go on an interstellar journey to stop the stupid thing from self destructing. Luckily though, the last two years had been pretty quiet. Grade nine and ten nearly went by without any trouble at all, and they had barely missed any school this year due to out of town missions.

"Well, we're here." Julie said suddenly, snapping Ben out of his thoughts.

"Oh, right." Ben smiled. He looked up at Julie's parent's large home. He didn't even remember leaving his own house,. Ben looked back down at Julie, "So I'll see you at school tomorrow?"

"Bright and early so we can study before the exam." Julie nodded.

"But the Exam isn't until the afternoon." Ben sighed,

"I know." Julie nodded, "But this way we have before first period, then at lunch as well for studying."

"Great." Ben complained. Julie giggled and reached up to kiss Ben lightly on the cheek before heading inside.

Ben sighed and turned away from the Yamamoto's home and off back towards his home, shoving his hands deep into his pockets.

"What about him?"

"He's perfect. Just what the Boss wants."

"Shall we grab him?"

"No. Not yet, let's wait…."

Ben whirled around, "Is someone there?" ….no answer. He shrugged and continued back towards his home.

…………………………

"Good morning Ben!" Julie smiled, "How did you sleep?"

Ben yawned and stretched, "Terrible. I felt like someone was watching me all night long."

Gwen pushed a lock of her hair off her shoulder, "You sure Kevin did not sneak into you room last night?"

"How could I babe? I was with you all night." Kevin smirked.

"Uh guys? Did not need to know that!" Ben spat.

Ben turned away from them and looked around the cafeteria of their local high school. Kevin had driven them to school again, and yet again they met up with Julie at the same table, and yet again all eyes turned towards them - right through Ben and straight to Kevin and Gwen, the King and Queen of the school. Ben shook his head trying to disperse that thought.

The bell rang, and the entire student body climbed to their feet. Ben once again felt lost in a sea of taller high school students as he fought against them to his English Class., and yet again, he sat in the middle of his class, avoiding the teachers watchful eye as he doodled on his page until the break bell finally rang.

"Meeting with Gwen at break today?" Someone said as Ben picked up his jacket,

"Actually, I was thinking about getting a smoothie." Ben replied. He was getting tired of men always wanting him to put a word for them to his cousin.

"Ah well, if you see her at lunch today, can you somewhere in your conversation, slip in a…"

…here it comes….

"good word for me?" He asked,

"I could. But I don't think it would help." Ben replied, "She's been with Kevin for nearly two years now."

"Yeah well, maybe she could want something new?" He asked, "Just say something for your old buddy?"

"Sure." Ben lied. He didn't even know this boy's name. He knew he'd forget by the end of the break.

Ben stretched as he walked out of the school building. Not many students left the school on a fifteen minute break, but Ben was annoyed and wanted a different kind of break, a mental break. He slipped out of the school yard and off towards Mr. Smoothie.

"Now?"

"Now."

Ben could feel a presence slip behind him. He stopped walking and turned around. Two shadows stopped behind him. Ben turned back to the sidewalk and kept walking, but they're presence still nagged at his senses. He whirled around and they were still following him. He took a deep breath, "Can I help you?"

"Yes you can." Said on in a deep angry sounding voice, "By coming with us that is."

Ben raised an eyebrow, "Excuse me?"

"The Boss would like to see you!" The smaller one cooed, his voice sounded like a typical grunt. Ben's nerves pricked at him, telling his brain to run. He took a step back, his hand falling on the Omnitrix.

"Now don't try to fight us boy, you'll only end up hurt." The taller one laughed,

"Y-yeah!" The smaller one finished.

"I don't think so!" Ben smirked, twisting the Omnitrix to his desired Alien, "It's you who are going to get hurt!" He pressed down the dial, and he felt his body transform. When his new form finished transforming, he roared loudly as the vulpimancer, Wildmutt. He had re-unlocked this one last year. The older version of Wildmutt now included the tail.

Wildmutt roared angrily and charged at the two shadows, but they were quicker. The taller one easily sidestepped Wildmutt's attack, and countered by slamming his fist hard into its stomach. Wildmutt whimpered and collapsed on the ground, turning back into Ben.

"Pick him up and take him back to the ship." The taller one ordered,

"Um, ah, yes!" The shorter one nodded and picked the unconscious Ben up, and carried him away.

* * *

So, there was chapter one. Things 'heat' up from here on out! …hmm, I wonder who those two are working for? Poor Ben…that's why you don't leave school grounds during break! Anyway, hope you liked my first story attempt, SharpieUFP over and out!


	2. Chapter 2: Dana Lyn

**A/N: I don't own anything! Nope, nada. Anyway, chapter two! Yay! I know this isn't very M-Rated yet, but just wait, the next chapter is going to be heavy! So be prepared!**

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**CHAPTER TWO: DANA LYN**

_**BRIIIIIIIIINNNNNNGGGGGGGGG**_

**The students of Bellwood High rushed by as the lunch bell rang. Julie squeezed her way through them, clenching her bag tight to her chest. She finally worked her way to the table they always sat at. Kevin was already there.**

"**Hey, take a seat." Kevin shrugged, chugging a vending machine pop.**

"**Thank you." Julie smiled, "You'll never guess what?"**

"**What? That the vending machines have old pop?" Kevin said in a disgusted voice, "Or that the seventh boy just asked Gwen to the Year End Dance?"**

"**I thought you were going with her?" Julie asked,**

"**I am. That doesn't mean I'm not going to get upset if someone asks her out." Kevin grunted, "And if you tell her this, I'll have to hurt Ben."**

"**Why Ben?" Julie asked,**

"**Cuz I don't hit girls. " Kevin shrugged, crunching the can and throwing it in the trash can nearby.**

"**Hey guys." Gwen said, sitting down at the table,**

"**That's odd." Julie whispered,**

"**Say something?" Kevin belched,**

"**Attractive." Gwen snapped, folding her arms.**

"**You thought so." Kevin grinned,**

"**Listen!" Julie snapped, "Never mind." She placed her books on the table, "Me and Ben are going to study for that Math Exam. You should too."**

"**Nah. I was going to skip it." Kevin shrugged, **

"**I'll study with you." Gwen replied, ignoring Kevin's comments.**

"**Alright. I'll just go get Ben." Julie said, standing up,**

"**Why not wait here?" Kevin replied, opening his wallet and pulling out more change for the vending machine,**

"**Because normally Ben is here before Gwen. That was what I was trying to say before…never mind. I'll just go to his classroom. He's probably in detention again for not paying attention." She sighed,**

"**I can see that." Kevin grinned,**

"**We'll wait here." Gwen added, giving Kevin a stern look.**

**The hallways were finally starting to clear out as students left to one of the nearby fast food restaurants. She easily made her way towards Ben's English class. The door was open, and without a second thought, she slipped in.**

"**Ah, Ms. Yamamoto." Professor Trent said as she entered the classroom, "What brings you today? We don't have class until tomorrow. Did you need help with something?"**

**Julie shook her head, "No Sir. I was just looking for someone."**

"**Well, quickly say hello. These students are in detention for being late from break." Professor Trent grumbled, sitting back down in his seat.**

**Julie looked around the classroom, at three students on opposite sides of the classroom sat moodily in their seats. Ben's seat was empty, though his bag and books were still on his desk. She walked over to the desk and looked over at the person sitting next to it, "Collin?" The boy looked up from his cleared desk and gave her a blank look. She ignored it, "Where is Ben?"**

"**Tennyson?" Collin snorted, "The jerk ditched class after break. He said something about getting a smoothie, and no one has seen him since." He sighed and placed his head in his hands, "I just hope he got my message to Gwen before he decided to ditch."**

"**Ben did not come back from break?" Julie asked, worry gripped her mind. She bit back her fear and started to collect Ben's belongings, "That's not like him."**

"**Yeah, well Professor Trent is going to rip him apart next class." Collin muttered.**

"**ARE you done now Ms. Yamamoto?" Professor Trent snorted,**

"**Um, just grabbing Ben's things." Julie promised,**

"**Humph. Well tell your boyfriend that he's in detention for the rest of the semester." He grumbled,**

"**I will sir." Julie nodded. She swung Ben's backpack over her shoulder and walked out of the classroom.**

………………………

"**Guys, I can't find Ben." Julie said hurriedly as she sat down at the table,**

"**What do you mean you can't find him?" Gwen asked,**

"**I mean I looked everywhere. In his classroom, by his locker, even the Math Classroom." Julie cried. She plopped down on the bench and buried her head in her hands,**

"**He probably skipped." Kevin grinned, "Looks like I'm finally wearing off on him!"**

"**That's not funny Kevin." Gwen snapped, "Julie's really worried about him." She turned away from the ex-con and placed a hand on Julie's shoulder, "Do you know where he could have gone?"**

"**Collin said that he was going to get a smoothie at break and never came back." Julie muttered,**

"**Well duh." Kevin rolled his eyes, "He probably skipped to Mr. Smoothie. We still have most of lunch, wanna go check?"**

**Julie nodded. She climbed to her feet as Kevin and Gwen slowly rose and headed off towards the parking lot.**

**The green camero beeped to a start as they approached it. It was not a very long walk to Mr. Smoothie, but Kevin would never walk when he could drive around in his prized possession. The engine purred softly as Kevin put the car into gear, and rolled off towards their favorite hang-out.**

…………………………**..**

**Ben groaned and tried to sit up, only to find out that he was tied and gagged. His stomach burned from where the stranger had punched him, but he could not feel any broken bones. He rolled over and tried to open his eyes, but someone had tied a blindfold over his eyes. He let out a gargled moan and tried to spit out the gag. After awhile, he finally realized that his bonds were not going anywhere and he gave up. He fell limp on the cold steel ground and listened for any sounds of his captors. There was nothing, he was alone. Fear exploded through his mind and he panicked. He screamed as loud as he could into the gag, kicking his bound legs and trashing about. His stomach throbbed with every twist, but adrenaline had taken over and forced all feelings to the back of his mind.**

"**Stop him before he hurts himself!" **

"**Y-yes sir!"**

**Ben felt someone grab him by the shoulders and lift him into the air. The next thing he knew was that he was pushed roughly against the wall. The force knocked the wind out of him and he gasped against the gag. He heard something click, and then the cold, calloused hands of his captor slowly pulled away from him. He prepared himself to fall, but instead he stayed against the wall, being held by some sort of clasp. He yelled again, but all that came out was a gargled moan.**

"**Are you uncomfortable?" A feminine voice cooed. He had not heard this voice before. Suddenly he felt warm hands against his chest, "I'm sorry my dear, but this just temporary until we deliver you to the Boss."**

**Ben felt her hand slip under his shirt, feeling his biceps, her hands sliding up his chest and resting over his nipples. He heard her chuckle lightly and slowly remove her hands. He felt those hands then move up to his face and gently remove the gag. Seconds later, he felt her warm lips against his, almost teasingly. "Now, who are you my pet?"**

"**L-Let me go!" Ben replied breathlessly, **

"**Well. I can't do that my dear." She moaned, running her hand down the side of his face, "Or I don't get paid. You see, we were hired by someone to obtain a man with 'certain qualities', and you fit those perfectly."**

"**Um…Dana Lyn…you shouldn't touch the package. This boy belongs to the Boss…" The Grunt muttered,**

"**Oh shut up." Dana Lyn snapped, "I'm not going to hurt him, I'm just having some fun."**

"**Package?" Ben groaned, trying to remoisten his mouth after the gag sucked it dry,**

**He heard Dana Lyn laugh and felt her hand around his throat, "My boy, you are now legal property of our boss. Bought and paid for, we are just the delivery boys." She slightly tightened her grip on his throat, cutting off his air flow for a moment, "Easy money really."**

"**Dana Lyn. Step down." Ben heard the angry voice of the man who punched him and flinched. **

"**Ackner." Dana Lyn pouted, releasing Ben, "I was just having some fun."**

"**Go get us some Earth food." Ackner snapped, "Leave the Package alone."**

"**Yes sir." Dana Lyn said sarcastically, "Now, what do you want boy? It will be the last earth food you will ever eat."**

**Ben sighed and closed his mouth for a moment, "A Orange-Pinapple-Kiwii smoothie and chili fries."**

**Dana Lyn laughed, "Fine then. Ackner, Pathetic-Whiney-Grunt, I'll be back."**

"**B-Bye." The Grunt muttered.**

…………………………**.**

"**Nope. Haven't seen Ben." The clerk at Mr. Smoothie shrugged, "Well, not since this morning when the three of you stopped by."**

"**But a boy at our school said that Ben was heading here." Julie whined, **

"**Well he didn't come here." The clerk shrugged, "Good luck finding him though. He's our best customer."**

**Julie turned away and headed back to the car where Kevin and Gwen waited. "She hasn't seen him today."**

"**That's odd." Gwen muttered. Julie was surprised to see genuine worry in her yellow eyes.**

"**This IS Ben we're talking about." Kevin shrugged, "Let's go check the school again."**

"**Kevin Levin? Is that really you?" **

**Kevin jumped at the sound of the voice.. He slowly turned around to face a strange alien. His face twisted in disgust as she approached, "Dana Lyn."**

**Julie looked over at the alien with worry. She looked powerful. Her black skin was decorated with red tribal markings, with a long tail stretching out from her back, ending with a three-pointed spike. She had two horn-like ears coming out of her long bright orange hair, and her ruby-like eyes glowed angrily towards them. She was wearing basically nothing, a tight black outfit that looked like a corset-tube top, and a matching mini skirt that could have been leather, or something similar to it, along with matching boots that stretched to her thighs, and black arm bands that laced up from her wrists to her upper arm. She had long claws pained blood red, and a bone collar. **

**Gwen looked around as people ran in fright. She turned back to Dana Lyn and prepared to fight. Kevin held out his arm in front of her and stepped forward. She glared angrily at him, but let him stand protectively in front of them. "What are you doing here?"**

**Dana Lyn put a fake hurt expression on her face, "After all those years we worked together, this is the hello I get? I'm crushed Levin."**

"**Well, those years were rather dark for me." Kevin snapped.**

"**Kevin, who is she?" Gwen asked,**

"**She's a Pyrothanatos. Devilish aliens who live to cause trouble." Kevin explained, "I've worked with her in the past, she's no good."**

"**Oh please." Dana Lyn hissed, "You wouldn't be alive today if it weren't for me."**

"**I'd still be in the Null Void." Kevin hissed,**

"**So be grateful." She shrugged, **

"**At lease hide your form. You're scaring people." Kevin ordered,**

"**Well, you're no fun." She closed her eyes and the red tribal markings on her skin faded away, and her eyes turned to normal human-red eyes. Her tail disappeared, as well as the ears. She looked like an extremely tall, normal human. **

"**What brings you back to Earth?" Kevin asked skeptically,**

"**Work." She purred, "But yum, I do miss working along side you, all those nights we'd spend together, I can still taste you within my mouth." She licked her lips teasingly. Gwen glared at Kevin, he did not even look back.**

**Dana Lyn looked away and spat, "I'd love to sit and chat, but I'm on a mission. I've got chili fries and some stupid smoothie to get."**

**Julie and Gwen looked at each other worriedly. Kevin gritted his teeth, "What kind of work?"**

**Dana Lyn ignored him and walked over to Kevin, she gently wrapped her arms around his neck, and Kevin made no move to stop her. Gwen took a step forward, but he slowly beckoned her to stay put. Gwen was about to argue when she noticed how tense Kevin had become. She stood there helplessly and watched as this Alien roughly pulled Kevin's head down to her own face and kissed him angrily on the lips. She forced his mouth open and thrust her tongue into his mouth. One of her arms brutally slipped from his neck and down his back until it rested on his ass. Kevin made no move, he was as still as if a Viper was coiling around him. Dana Lyn laughed and moved her hand to his front, placing it on his belt buckle. Gwen hissed, but Kevin glared so darkly at her that she did not move. **

**Dana Lyn smirked evilly and pulled Kevin's pants down, then stepped back with a laugh, "Green really suits you Levin."**

**Julie blushed and looked away, and Gwen just bit her teeth as Kevin stood in front of them, his pants around his ankles, and his green boxers out for the world to see. Dana Lyn gently rubbed the side of his face, then walked off into Mr. Smoothie. Kevin quickly pulled up his pants and blushing, turned back to Gwen and Julie.**

"**Do NOT mess with a Pyrothanatos." Kevin growled, "They can rip your heart out before you even realize what happened. No matter what she does, do not fight back." **

**Gwen walked up to him and wrapped her arms around him, "I'm sorry Kevin."**

"**Gwen…trace Ben." Julie whispered, "I'm really worried now."**

"**Do it Gwen." Kevin nodded, "But after we leave. I do not want to be here when Dana Lyn decided to leave."**

"**I need something of Ben's." Gwen nodded,**

"**I have his backpack in the car." Julie replied.**

**Kevin held the door open for Gwen and Julie just long enough for them to get in, and then he ran around the camero, jumped in, and put the car in gear. Gwen had never seen Kevin so fazed before. He looked so frightened of this alien, even more then when they fought the Highbreeds. He did not stop the car until they were safely at Gwen's house. He pulled the car into the driveway and stepped out onto the yard, "Hurry Gwen."**

"**Do you think that Dana Lyn has something to do with Ben?" Julie whispered,**

"**I think that its too much of a coincidence that Ben disappears the same time she appears." Kevin snapped. **

**Gwen nodded and reached into the car, pulling out one of Ben's notebooks. She closed her eyes, letting her inner-eyes open. Her eyelids began to glow purple as she tracked her cousin's presence.**

…………………………**.**

"**I'm baaaaaaaaack!" Dana Lyn sang, dropping her human disguise and reappearing as her true self. The two cloaked figures turned back to look at her. **

"**About time." Ackner hissed,**

"**Shut up. I got the stupid snacks. Can we go?" Dana Lyn growled,**

"**Yes, we're off to deliver our package." Ackner growled. He looked back at Ben, now re-gagged and still chained to the wall. He was silent now, and slouched over like a broken toy. **

"**Finally!" She sang, digging into the chili fries, "You know, these aren't half bad."**

**The engines started up, and Ben jumped inwardly at the sudden vibrations. "No! This can't be happening! Stop! Let me go!" He tried to yell, but it was muffled by the gag. He screamed and screamed and tried to thrash himself loose as he felt whatever he was on start to move.**

"**The shuttle is moving." Ackner said. Ben could hear his footsteps moving towards him, "I think its time you took a nap. You'll feel better if you do, it's a long ride after all" **

**Without even seeing it, something hit him hard in the back of the head, knocking him unconscious.**

………………………………**.....**

"**They've got Ben!" Gwen gasped, opening her eyes,**

"**What?" Julie gasped,**

"**Where is he?" Kevin asked, grabbing Gwen by the shoulders, "Tell me Gwen!"**

**Gwen shook her head, tears coming to her eyes, "I-I don't know! All I saw was some sort of ship, and Ben chained up with these weird metal bars to the wall…he looked like he was in pain. They're taking him off the planet!" She broke down into tears in Kevin's arms. **

**Julie just stood there stunned, "No….w-we have to go after him!"**

**Kevin whirled around to look at Julie, letting Gwen fall into him sobbing, "Did you not hear me?"**

**Julie gasped and stepped back at the seriousness in Kevin's voice. **

**Kevin stepped forward towards her, letting Gwen fall to her knees, "Dana Lyn is a Pyrothanatos! If they want, those aliens are even more powerful then Alien X."**

"**S-Seriously?" Gwen hiccupped, **

"**Yeah." Kevin said bluntly, "Going after Ben would be suicide."**

"**But we have to do something!" Gwen sobbed.**

**Kevin fell silent for a moment, then looked up at the two girls, "I've known Dana Lyn for a long time. I also know many people who have dirt on her. I can easily find out where they are taking Ben, and then we go around her."**

"**Huh?" Julie asked,**

"**Dana Lyn said she was here for work. She is kind of a Delivery Girl. Someone hires her to pick up really important items, some they would not trust to anyone else. She is the top of the line. If I can find out whoever Dana Lyn was delivering Ben to, then I we can go around her and rescue him from whoever her Boss is."**

"**But what if they want to hurt Ben?" Gwen sobbed,**

"**Trust me." Kevin whispered, "It takes a small fortune to hire her, if they are going to that extent, they don't plan to do anything to Ben. He'll be fine. Probably a collector after the Omnitrix, like that Sunder guy we fought two years ago. We just have to find out which Zoo he's been put in and bust him out."**

"**I hope your right." Gwen replied,**

"**I've been in this business before." Kevin nodded, "I know the ropes…let's get back to school before the lunch ends. And pretend nothing is wrong. Eventually Ben's parents will realize he's gone missing, and an amber alert will be let out. We just have to play along with the search until I can dig up the dirt on where they were taking Ben."**

**Gwen and Julie nodded. Though they both knew they would have a hard time 'playing along' when they knew Ben could be in trouble. But what they did not know, is that Kevin already knew that finding dirt on Dana Lyn was suicide in itself, and not an easy task at that. But he would do it, even if it meant risking his life to save that green-eyed wonder that saved him from his life of crime - he would gladly do it.**

* * *

**Oh no! Anyway, watch out! The next chapter is where things start to get M-Rated. So have a bathroom ready! Lol, not really, but still. Time for some action! I wonder what caused Kevin to be so afraid of Dana Lyn? Just got to read to find out! SharpieUFP signing out!**


	3. Chapter 3: Demetrious

A/N: I Don't own nothing! Still just bored at two in the morning. Yup….anyway, time for the smut and the R-Rating portion of this story! Yay for smut! Oh yeah, and sorry, I know I said I'll make chapters shorter, but I just can't end it without the feeling of a finished chapter. Anyway, if it were up to me, these chapters are far too short anyway. But whatever….

WARNING: Rape, mini-Gwevin sex scene.

* * *

CHAPTER THREE: DEMETRIUS

"Mmm…yes…yes…harder! Come on, faster! YES! Oh god yes!"

"Ugh…yeah, you like that?"

"Mmmhmm…don't stop….Ben…"

"WHAT THE FUCK?" Kevin shot up in bed, he looked down at Gwen in disgust. She looked up at him with a surprised face, her red hair sprawled across her pillows like an angel, her face suddenly going pale.

"I…um, didn't mean that." Gwen blushed, covering her assets with an arm, "Now come back here…"

"I'm sorry Gwen, but that's a little weird." Kevin snapped, he slipped off of Gwen and swung his legs off the bed,

"I didn't mean it Kevin!" Gwen growled,

"Yeah well, calling out your cousin's name while we have sex is a little awkward." Kevin replied briskly,

Gwen pulled the blankets over her chest, "Kevin…I'm sorry, its just that…"

Kevin looked sternly at Gwen, "Please tell me you were not imagining me as your cousin?"

Gwen hurriedly shook her head, "No! Never! It's not like that between us and you know that. I'm just really worried about Ben."

"Is that it?" Kevin whispered, climbing back over top of her,

"Yeah." Gwen gasped, wrapping her arms Kevin's neck, "I'm just so scared. Its been three weeks since Ben disappeared. When are you going to find him?"

"Its not as easy as I made it sound, okay?" Kevin grumbled, "But I'm trying. God knows, I'm trying."

Gwen released Kevin and looked away, "Maybe…we should hold off on having sex until Ben is found?"

"Fuck." Kevin swore, "Hell no. Gwen, you and I both need a distraction from this whole thing, and this happens to be the only thing."

"Are you saying that because you just want sex?" Gwen muttered,

"I definitely want sex." Kevin nodded,

"Then just shut up and come here." Gwen snapped, pulling him back down on top of her.

Kevin waited until Gwen had fallen asleep until slipping out of her bedroom and out into the night. His green camero waited for him in the darkness.

…Green really suits you Levin…

Kevin sighed and looked up into the night sky. Thousands of stars twinkled back at him. He closed his eyes and let out a deep sigh, "Ben…where are you?"

"Come on, get him out of the shuttle, and be careful with him already! He don't want to damage the package." Ackner snapped,

"That coming from someone who already beat him up?" Dana Lyn growled, roughly throwing an unconscious Ben over her shoulder, her tail swishing angrily, "Real nice, Aldebaran…"

"An Aldebaran?" Kevin replied,

"That's right!" A short rat-like Alien nodded,

"You'd better not be lying to me Argit!" Kevin growled, raising his fist

"No, no!" Argit whimpered, flinching back from the taller man, "I mean, why would I?"

Kevin turned away from the rat-alien and rested his head in his hand, "An Aldebaran…ghoul-like aliens that live in shadows. They don't normally leave they're solar system."

"Yeah, but those brothers are different! Ackner and Belgit. They are the Aldebaran Brothers who fled their solar system from dept collectors. They now work as mercenaries for the highest bidder." Argit nodded, rubbing his greedy little hands together, "Yeah, yeah! Last thing I heard, Ackner and Belgit were hired along with the terrifying Dana Lyn on a special mission. It was all over the underworld!"

"Who were they hired by?" Kevin snapped,

"I don't know!" Argit whined, "I don't even know what galaxy they came from! Now please! Give it to me!"

Kevin looked down at the precious piece of alien tech he held in his hand. It was almost a one of a kind item that he was saving for his car, but if it meant getting at least any information on the whereabouts of Ben, he was willing to part with it. "Not so fast. I need you to do a little digging for me."

"But you promised!" Argit whined,

"Yeah well, that deal expired." Kevin snapped, "Help me find someone who can give me more info, and you can have this, as well as a hyper-morphetious."

"You actually got one?" Argit gasped, "An item that can turn any object into another?"

"Yup. Now hurry up, before I change my mind." Kevin snapped.

The little rat-alien scampered off. Kevin sighed and collapsed on the hood of his car, "This is taking too long."

Within minutes, Argit returned. Kevin knew he was just hiding behind the corner, because he already knew more information then he had told him. Argit rubbed his greasy, greedy hands together again, his quills quivering slightly. Kevin folded his arms and tapped his food.

"I found someone who can get you more information." He quipped. "Word has it that there is a powerful assassin seeking revenge on Dana Lyn. She would definitely be willing to help you. Sorry man, but if Dana Lyn catches word that your snooping, and finds out you tried getting dirt from me, she'll kill me with a thought."

Kevin did not argue. Pyrothanatos' were powerful enough to kill with just a mere thought. Kevin had seen it happen before. He did not blame Argit for being afraid of Dana Lyn. Kevin sighed, "Who is this assassin?"

"Anastasia." The rat-alien cooed.

Kevin bit his lower lip in shock.

"Anastasia?" Gwen asked,

"Yeah, she's a Gotosapian." Kevin explained, "And is well known through-out the universe as the only being able to pick a fight with Dana Lyn and live. I wonder why I never thought of her before?"

"Because she's a killer." Gwen folded her arms,

"Well. If it means teaming up with an assassin to save Ben, I'm game. The only problem is that it'll cost as much to hire her, as it does to hire Dana Lyn."

"Oh." Gwen sighed. She looked down at the ground thoughtfully for a moment, "I have money saved up for collage, and I bet my parents could help?"

"But what if they tell Ben's parents? They freaked out enough when they found out Ben had the Omnitrix. What do you think they'll do if they find out they're son has been kidnapped by Aliens?" Kevin replied, shaking his head, "Too risky."

"Julie owns a small fortune." Gwen asked,

"And I…" Kevin paused, tears actually forming in his eyes, "I have my car. I can sell that for over a million will all the alien tech in it."

"Kevin!" Gwen gasped,

"I-Its worth it to save Ben. Afterwards, I'll just steal it back." Kevin shrugged, "C-Come on…let's go get Julie."

* * *

"I'll definitely help!" Julie quipped, "And when we track down Ben, Ship will fly us wherever he is. Right boy?" Her pet alien Mechomorph, Ship, cooed in agreement from beside her. Julie nodded and looked back at Kevin and Gwen, "And I have hundreds of dollars saved up from allowances."

"Today is Saturday." Gwen remarked, folding her arms, "We are definitely missing finals aren't we?"

Julie looked down at the ground, Ship looked up at her worriedly. She closed her eyes and balled her fists, "I don't care. We're getting Ben back."

"Then let's start preparing." Kevin nodded, "The only way to get a hold of Anastasia is to let out word in the underworld that you're looking for her. If she likes your cause, she'll find you. Its dangerous stuff, but I'd better get started."

"And I need something of Ben's to track him once we find where they took him." Gwen nodded,

"Then let's stop by Ben's house?" Julie offered, "Then to the bank so I can get out the money."

Kevin bit his lip, "Yeah…better let out in the underworld that my car's up for sale as well."

Gwen gently patted his arm, "Thank you Kevin."

"D-Don't mention it." He moaned, "Let's go."

Kevin drove to the Tennyson's house in silence, gripping his steering wheel tightly, the thought of giving up his baby made him want to break down and cry.

"Hey, isn't that?" Julie asked, pointing the driveway of the Tennyson's house. Carl and Anne's station wagon was still in the driveway, next to Grandpa Max's Rustbucket. They hadn't seen Grandpa Max in several months, from the last time they heard from him, he was busy training his team in the Himalayas.

"Ten to one that Mr. and Mrs. Tennyson are giving ol' Max the bad news." Kevin whispered, parking the camero on the street in front of the house,

"Grandpa Max!" Gwen gasped, jumping from the car and running towards the house.

She burst into the living room, the same one that just three weeks ago, they were all sitting in drinking smoothies and studying for finals with Ben. Now, Carl and Anne sat on the couch, Anne sobbing into a tissue, Carl's arm around her shoulders, and Grandpa Max sitting adjacent to them in a daze.

"And….and two days ago, the search and rescue team gave up looking for him. They said there was no sign, and that things sounded bleak that he was going to show up soon…alive." Anne sobbed. Carl patted her back gently, his face empty.

Grandpa Max closed his eyes, "I should have been here…"

"There was nothing anyone could do. The police think he was snatched off the street on his way to a restaurant on his break."

"But I…could have searched for him before it was too late." The old man muttered, breaking down into tears. He looked up as he finally realized Gwen standing there, "Maybe…they weren't ready for me to leave them yet after all."

"Grandpa!" Gwen sobbed, throwing herself at her grandfather, wrapping her arms around his neck and crying into his shoulder.

"Oh Gwen." Grandpa Max whispered,

Kevin and Julie walked in after that. Kevin lowered his head and gave Carl and Anne a quick wave. Carl nodded at Kevin and looked back at Grandpa Max as Julie broke into tears.

"Oh dear!" Anne sobbed, jumping up and hugging Julie, "Don't cry…the police are wrong…we'll find him.""Oh we will." Kevin growled, Grandpa Max looked up quickly at the ex-con.

"Kids, do you mind meeting me in the Rustbucket when you're done here? I'll finish talking to Carl and Anne, and then I want to hear EVERYTHING that happened in these last few months."

Gwen slowly pulled back from Grandpa Max and turned to Carl and Anne, "I just want to go look for something of mine that Ben stole. Is that okay?"

"Go right ahead." Carl nodded.

Gwen looked quickly at Julie and Kevin, then slipped upstairs.

When Ben finally came too, he was sitting on the ground in an outrageous woods. He wondered if he had a concussion because everything looked like they were in shades of purple, green, and blue. The trees were definitely larger and different then the ones back on earth. He rubbed his eyes and looked out as his vision started to clear.

A beautiful woman stood in front of him. She had blue skin, golden eyes, and purple hair that was braided back with vines and white flowers. Her bangs were pulled forward and braided in front of her chest. She wore a see-through white gown that barely covered her long slender legs. She was tall, maybe a bout six feet tall, dwarfing Ben completely. She was handing three separate chests full of crystals to Ackner, the Grunt, and Dana Lyn.

The Pyrothanatos grabbed her chest greedily, opening it to see her spoils, "Nice. So, enjoy." She turned around and strutted off without another word.

"Thank you for your service!" The woman called, she turned towards Ackner and the Grunt, "Thank you so much."

"All in a days work madame." Ackner bowed, "If you ever need something again, you know where to find us."

The woman shook her head, "No, I have all I need."

Ben tried to get to his feet, but dizziness consumed him and he fell back to the ground. The woman turned from Ackner and looked at him with a smile. She did not look back at Ackner when she said, "Thank you, now good-bye."

She walked over to Ben, and even though she looked so slender and feminine, she easily lifted him to his feet. Ben's vision blurred again as she held him in the air by his arms, "I finally have you. Thank goodness."

"W-who are you?" Ben groaned,

"I am Meishunakamayosharu." She said, "But call me Mei for short. You are?"

Ben bit his tongue and refused to talk. Finally, her glowing gaze got to him and he decided to open his mouth, "Where am I?"

"Demetrious." Mei said before picking him up, bridal style, and carrying him off through the woods.

Ben noticed through his haze that all the trees were hallowed out, turned into homes for these strange people. He also realized that Mei was definitely one of the shorter and weaker ones. The woman on this planet were large, muscular, giants. The men were also tall, but none were as buff as the woman. It crept Ben out a little. Mei walked through the 'back allies' of this strange town, avoiding as many people as she could.

Suddenly Ben was tossed over her shoulder, and she pounced up a tree, her slender limbs moving quick and agile up the rough bark of the enormous tree. He was tossed into the a door-like hole, and she pulled shut the curtain-door.

"W-what do you want with me?" Ben panted, winded from the ride.

"You of course!" Mei smiled, leaning over Ben, pressing him down against the soft shag-rug. Ben gulped back and tried to burry himself within the furry floor. Mei smiled and ran her fingers through his hair, "I bought you."

"Why?" Ben breathed, he did not like the way those golden eyes were looking at him.

Mei smiled and laid her head down on his chest, "Because look at me. I'm weak and feeble. Not like any of the Amazarians." Ben felt her hands clench into fists on his chest, "I'm weak, and I refuse to die like the other weaklings. So I bought you to save me."

"You want me to be your bodyguard?" Ben asked,

Mei shook her head, "I want you to be my Mate."

Ben swallowed hard and pushed himself away from the girl, "What?"

She smiled and crawled towards him, "I bought you to be my Mate. I told Dana Lyn and Ackner to find someone with certain characteristics, someone no one else would fight me for, someone who can save me, a guy who can…"

She fell silent and grabbed the bottom of his shirt. Ben gasped and grabbed her wrist, trying to pull her off of him, but she was too powerful. She easily grabbed both of his hands in one of hers, pinning them to the ground above his head. Ben gasp loudly as she pulled his shirt over his head, throwing it to the side. He thrashed back, but she sat down over top of him, pinning him to the ground.

Ben screamed, "Stop! Get off me!"

She laughed and with her free hand, slowly undid his belt and slid his jeans down, kicking them off with her feet Ben squeezed his eyes shut as she slid his boxers down. She moaned and gently twirled her fingers around the circumference of his penis, sliding her finger along the underside, moaning softly as she watched it stiffen and erect.

"S-Stop!" Ben gasped.

Mei ignored him and moved herself over top of him, forcing him inside her. She gasped loudly as she felt Ben's erection inside of her. Ben screamed and kicked, but the alien girl was much to powerful for him, she kept him pinned to the ground, dropping down until she lay on top of him, burying her face into his neck, her fingers curling over his chest.

Pleasure erupted through Ben. He moaned and arched his back against his own will. She arched into him, reaching up to kiss his face. Ben screamed as she released his arms and grabbed his shoulders. His tried to push her off of him, but pleasure and fear clouded his mind. His arms fell to his sides, gripping the shag tightly. She lurched forward on him, arching her back and moaning loudly. She held onto his shoulders tightly as sweat began to glisten on the both of them.

Ben could feel himself swell. He had no experience with this, but he knew he was about to explode. He coughed and his fingers dug deeper into the shag. He felt Mei's hands grab his face, forcing him to look her in her golden eyes. Her blue skin glistened with sweat as she held his gaze. She groaned, "T-this may hurt a bit…but it will be over soon."

Ben was about to respond when he suddenly felt a sharp pain in his penis. He screamed louder then he had ever screamed before. It felt like someone had grabbed the end of his penis and started to stretch it apart. He screamed and tried to push Mei off of him again, then fell limp against the pain. Mei held his face, panting, a look of sheer pleasure on her face. Ben closed his eyes and screamed again against the pain as it worsened. He honestly felt like something was being shoved up his penis. The pain exploded through him in the worst and yet pleasurably way he could ever imagine. He let out a gargled yell against this erotic torture as the pain started to dull.

Then, the Omnitrix started to glow orange. He forced himself to look up at it against the numb feeling that washed across his brain in response to the feelings below. The Omnitrix hadn't done that in years, not since he was a kid and had no idea how to use it. The pain burst through him one more time, then disappeared all together. The Omnitrix stopped glowing, and Mei collapsed over top of him. Ben groaned and tried to roll Mei off of him, but she clung to him with a smile over her face.

"S-sorry about that." She breathed, "That pain won't be there next time."

"Next time?" Ben sobbed. His head collapsed into the shag and without even realizing it, he fainted.

"Dana Lyn." Grandpa Max whispered, "It had to be Dana Lyn."

"Grandpa?" Gwen whispered,

"When Ben's parents told me that he'd gone missing, I wondered why you did not track him." Grandpa Max replied, rubbing his growing beard, "But I guess if he's off planet, its not going to help is it?"

"I'm sorry." Gwen whispered, Kevin gave her a quick hug.

"I just wish I had some Plumbers gear that could track him." Grandpa Max rubbed his chin,

"But Kevin's looking for someone who can find him!" Julie said suddenly, "Some Anastasia person."

Grandpa Max looked at Kevin, "That's risky business son."

"I'm willing to risk it to find Ben." Kevin nodded,

"I'll help. I'll pitch in whatever money I can." Grandpa Max nodded, "And I'll see what the team can do."

"Thank you Grandpa." Gwen nodded,

"Ben's too nice of a kid to end up in a Zoo or Collection somewhere." Grandpa Max replied, "He's already been through too much."

Gwen could tell that he was about to break down into tears. Ben and Grandpa Max had always been really close. She could remember Ben's reaction when Grandpa Max went missing, he was really depressed. Now, it must be the other way around. She closed her eyes and thought back to when they were kids, and how excited Ben would get whenever he got to spend time with his Grandfather. How upset he was when that summer ended, and how happy he'd get every summer after that when they went on their summer trips together. Ben was still a child at heart, not as immature as he once was, but still so innocent. It hurt Gwen to think of what could be happening to her cousin.

"We should go." Kevin said, noticing that Grandpa Max was going to cry as well. Being a guy himself, he knew that the elder man would not want for them to see him cry. He reached over and grabbed Gwen's hand, "Don't tell Mr. and Mrs. Tennyson. They wouldn't understand. We'll bring him back, and they don't need to know about this."

"I couldn't agree more." Grandpa Max whispered, "They'd contact NASA to try and get him back. And that's the last thing we need, is the government thinking they're going crazy due to the loss of their son."

Kevin nodded and led Gwen out of the Rustbucket, Julie in tow. Gwen reached into her pocket and pulled out an old Sumo Slammer action figure and showed it to Kevin.

"That'll work." He smiled.

"We'd better get home. Finals start on Monday." Julie whispered,

"That's if we're on the planet Monday. It depends on how soon Anastasia get's our message, and if she replies." Kevin nodded,

"That's WHEN Anastasia gets the message and comes." Gwen replied, "She has too."

Kevin nodded. "Yes. Let's hope she does."

* * *

Yay! Chapter three is finished! Anyway, not too smutty. I'll make sure to write things much more worse from now on…Oh, and thanks to Rygel-n and her friend on Facebook for coming up with the title (though I'm starting to think it doesn't match the storyline). Anyway, poor Ben! I hope that Anastasia person decides to help.


	4. Chapter 4: Anastasia

A/N: Thanks to Kisdota-The Freak Gamer for their kind words. I guess I'll keep up the work with keeping chapters long (though this one ended up longer then expected.). Anyway, no one reads headers anyway, so I'm just going to get on with the story.

WARNING: Creepy, Evil, Girl-Power, and more Rape.

* * *

CHAPTER FOUR: ANASTASIA

When Ben woke up, he realized two things, one - Mei was no where to be seen, and two - he was lying in a soft cushiony bed covered in fluffy pink pillows, and he was covered by a pink thick comforter. He leaned up and there was no dizziness or nausea that he felt the last time he was awake. He rubbed his face with his right hand and looked over to a window, letting light fall over him like a sheet. He squinted into the brightness before turning away.

"Time to go Alien and get out of here." Ben smiled. He raised his hand and gasped. There was some sort of metal contraption covering his wrist, it looked like a bulky metal wristband, covering the Omnitrix completely. There was no way he could go Alien without pressing the dial. He swore and pushed the blankets off of him.

He looked down at his clothing. His old outfit had been removed, and instead he was wearing beige leather pants. Ones that looked like it was just pulled off of an animal, and placed upon him. He was wearing a pure white shirt, open down the chest, and tied up loosely with what looked like animal hair, with a collar made of what looked like animal fur. It reminded him of typical Amazonian clothing from the history books. He made a face and looked for his old clothing, they were placed on a table, neatly folded. He scrambled for them and quickly changed back.

"Don't like Amazarian style?"

Ben jumped and whirled around as Mei strode into the room, wearing a leather dress, and matching boots. She walked over to Ben and wrapped her arms around him. He tried to push her away once again, but she once again over-powered him. She reached up and kissed him hard on the lips and stepped back. "If you refuse to wear our clothing, you'll stand out like a sore thumb."

She released him and stepped back, "What is your name anyway?"

Ben looked out the window at the freedom that now seemed so far away, "Ben."

"I thought so." Mei sighed. She walked over to the bed and collapsed, "How cool is that? The Ben 10 is my Mate?"

"Since you know who I am, can you please let me go?" Ben begged,

"I…can't." Mei shook her head, "I refuse to die like the others."

"I don't understand." Ben said, folding his arms, "You say you'll die without me, but you don't want me for a bodyguard?"

Mei smiled, "You really want to know?"

Ben nodded slowly.

"You are not to flip over your papers until I say so. Keep your pencils flat on your desks. You have exactly an hour to finish this exam, with an additional thirty minutes if necessary. No one is allowed to leave the classroom until the hour is over. Do I make myself clear?" The teacher ordered, handing out papers to everyone in the class.

Julie swallowed hard and looked over at Ben's empty seat. The teacher walked right on by it. She sighed and looked back down as he handed her a paper. They had heard nothing from this assassin all week. It was now Thursday, and it was the end of the finals. Pretty soon it would be summer vacation. With everything that had been happening, she hadn't put to much thought into studying.

Gwen sighed as she stacked her books neatly into her backpack as her teacher started to hand out the exam. She sent a quick glance at Kevin, it had taken quite a lot of convincing, and a lot of threatening to withholding sex in order for him to finally agree to come to the exam. It's what Ben would want. She shook her head as she remembered that night…she had called out Ben's name during sex…and liked it. She did not want to admit it, but she could have almost pictured the smaller teen on top of her instead of her boyfriend. Her hands balled into fists, no! It was not like that, Ben was her cousin, and incest was gross. She forced the memory to the back of her mind, its only because she missed Ben - or so she kept telling herself.

"You may start your exams….now." The teacher commanded.

Gwen took a deep breath and started writing down answers. About halfway she sighed and dropped her pencil. What did it matter? Soon she would not have any money to go to collage or university anyway. She shook her head again and picked up the pencil. No, that's what student loans were for. She was not going to give up.

Kevin looked up from his paper and tapped his pencil loudly against the desk. Two students looked over at him annoyed. He sighed, this was why he wanted to skip the exam. It was way too boring, and he could find better things to do with his time, like search for Ben…

…Ben. He could not stop thinking about the brunette since he disappeared. Every waking moment he thought about where he could be, what he was doing, or if he was alright for that matter. In his dreams, he saw him locked in a cage, beaten and bloody, and all Kevin Levin did was watch his friend suffer. He had reformed his entire life for that boy, stalked him as a child, gave up his life of crime to help him defeat the Highbreeds, and now, even given up his freedom and went to school just because it made him and Gwen happy. Ben was the first person who ever offered to be his friend, the only person who excepted him when the rest of the world turned against him. Ben had saved Kevin from a world of crime, now in return, here he was sitting in an exam instead of helping him. He had never felt so useless before in his life.

_Ring…Ring…Ring…_

Kevin jumped as his cell phone went off in his pocket. Nearly every eye in the class turned towards him. He ignored them and quickly dug the green and black phone out and clicked the talk button. "Kevin here…oh…really? Shit. Okay then…thanks."

He jumped up in his seat as he flicked the phone shut, "Gwen!" He called, getting an evil glare from the teacher. He ignored it and ran over to the Anodite, grabbing her arm, "We're going. Now!"

"Excuse me Mr. Levin." The teacher snapped, standing up from his desk, "But we're in the middle of an exam here!"

Kevin turned sharply towards the other, "I'm sorry Prof. But my mother just died. I've got to go - now!"

"O-oh." The teacher sat back down with a dumbfounded look, "Well, hurry up then."

He pulled Gwen to her feet, and the two ran from the classroom.

"What's the matter Kevin?" Gwen gasped as they took off through the hallway,

"I'll tell you after we get Julie." Kevin said sharply, "Where's her classroom?"

"Over there, follow me!" Gwen huffed, running in front of Kevin, and turning down a branching hallway.

"You may now turn in your papers…"

The door burst open, causing the teacher to jump. "My lord children where is the fire?"

"Kevin? Did you find him!" Julie gasped, jumping up in her seat,

"Are you talking about Ben?" The teacher gasped.

"Come ON Julie!" Gwen said hurriedly. Julie grabbed her purse and left all her books and school bags. She took off after Kevin and Gwen, leaving the entire Math class gossiping behind her.

Kevin refused to say anything until they were safely inside the camero. He pressed a button, and the entire car became completely soundproof. "Fuck!" He muttered, "I'm going to miss this baby."

"What is it Kevin?" Gwen panted, "Who called you?"

Kevin stayed silent for a second or two before finally turning around to face them, "It was Max. A pod just broke through the roof of the Rust Bucket."

"Amazarians are completely different then humans." Mei explained, standing up and walking over to Ben. She easily pulled him over to the bed and forced him to sit down, "In our race, woman have complete control, and men are nothing but breeding tools." Ben bit his lip to hold back any form of laughter or shock. He focused on listening to what Mei had to say. The Alien girl nodded her head and continued, "In our race, the Woman go through our reproductive cycle once a month, similar to your human woman's periods. But, unlike the human's periods, we don't 'bleed' the egg out. If we don't get rid of the egg within a certain amount of time, it becomes poisonous to us."

Ben nodded, "And that's why you needed me?" He swallowed hard, "To…get rid of your egg?"

Mei looked away from him, folding her hands on her lap, "Amazarian women start their reproductive cycles at age fifteen. I just started mine recently."

"You're only fifteen?" Ben spat. He felt suddenly sick to his stomach.

"The only way to get rid of your egg is to 'mate' with a male, injecting the egg into their bodies. On our planet, men carry the children." Mei explained, she looked back at Ben, "So many of my friends have already died due to the poison of the egg. I did not want to die as well."

Ben blushed and nearly choked, "B-but human men don't give birth."

Mei shook her head, "You do. Ben, because of the Omnitrix, you have begun to absorb many characteristics from all of your aliens. You saw it with Big Chill, remember?"

Ben's blushing face paled. Of course he remembered that, Kevin never let up about it for months afterwards.

"Well, you are the only human male in history to ever be able to become pregnant." Mei quipped, "So that's why Dana Lyn and the Shadow Brothers chose you. I sent them out to find a guy who has the appearance of someone no one would fight me for because I'm so weak, someone who I can overpower, and someone who can carry my eggs."

Ben jumped back, falling off of the bed, "No way! I'm not doing it!"

"But!" Mei sobbed, climbing down over top of Ben,

"D-Does that mean I'm already?" Ben gulped,

Mei smiled and stroked Ben's hair, "No. That egg was a dud, and for some reason, the Omnitrix did something weird last night, it disintegrated the egg while changing your physical properties."

"W-what?" Ben gasped,

"I looked it up." She giggled, leaning up, but still straddling him to the floor, "Anyway, the Omnitrix, last night, made it so you can have children. I'm not sure what else it did, but I wasn't going to chance it. So I called up Myaxx and paid her the last of my money to create a wristband that would conceal the powers of the Omnitrix. She said that this would keep you from using it, as well as stop the auto-DNA-absorption mechanism within it."

Ben looked down at the bulky metal thing and felt sick. He looked up at Mei, "B-but wouldn't your population sky rocket with a child-a-month thing? Maybe we shouldn't…you know…"

Mei giggled and bent down to quickly kiss Ben again on the lips, he gave up trying to fight her, knowing there was nothing he could do. Mei sighed and sat up. She walked over to the bed and sat down, "Sadly no. Our population is dwindling. Successful births on this planet is only one in every one-hundred children survive, and with our reproduction cycles, all the weaker women die. As well as many of my kind fight to the death over a single man. Oh, and plus when our Mate's get pregnant, a chemical reaction starts within our bodies, and we don't make a new egg for over a year…"

She went on for a little bit, but Ben had stopped listening. He entered a state of shock, sitting there on the cold hard ground that served as his prison. He closed his eyes. Was Gwen or Kevin ever coming to rescue him? They'd better do it fast before Mei entered another 'reproductive cycle'. Suddenly, he noticed he was trembling. His entire body shook and tears welled up in his eyes. Against his will, he let out a short, sharp, sob.

Mei turned towards him, "Oh! Baby what's wrong?"

Ben did not reply. He opened his eyes as tears spilt out from underneath them.

"Awe!" Mei sung. She jumped from the bed and scooped Ben up, she carried him over and placed him down in the center of the bed, "You're homesick aren't you?" She climbed over top of him and began kissing him lightly, "It'll pass. Soon you'll like being here with me."

Ben shook his head against his tears. He wanted to reach up and wipe them away, but Mei was kneeling on his arms.

"You know," She whispered, "We could squeeze in a quickie before I have to leave for school."

"N-no!" Ben yelled, but it was too late. She was already forcing his shirt off, and kicking his pants down.

Ben struggled once again, but to no avail. She over powered him and he once again felt an overwhelming pleasure erupt through his body. This time, the softness of the bed braced him as he arched back into it. He felt himself being pounded further and further into the feathers of the quilt until he felt like he could no longer breathe. The pleasure clouded his mind once again as she moaned his name, and his mind stopped working. He stopped struggling against the impossible and fell limp underneath her.

The pleasure exploded as waves of orgasms hit him. He called out loudly and bunched the quilt up into his hands. He felt himself climax, and second now he was going to explode and cum in her…

…wait? In her? She said that the last egg was a dud, but was that because it was not fertilized? Ben panicked, but the pleasure overpowered his brain and he just lay there, feeling himself swell. Any moment now he would feel that pain from last night…

…only that never happened. He felt himself release, pumping cum into her body as she arched back and screamed in delight. Both Ben and Mei collapsed in a sweaty pile on the bed.

"S-see?" She panted, "I told you the next time won't be so painful. I'm not ejecting an egg this time." She forced herself to stand up and sauntered out of the room. Seconds later Ben heard a shower start.

And the waterworks started. Ever since he got the Omnitrix, he was in control. Every bad guy they had come across, Ben and his gang had beaten them down. But now, here was a girl easily over powering him and raping him and there was nothing he could do about it! She was much stronger and faster then he was, as well as desperate not to ever succumb to the poison of that 'egg'. Egg…the word now terrified Ben. Within a month Mei would rape him again, and that unbearable pain would erupt through him once again, but this time, he would suffer much worse pain that lasted longer. He buried his head in his hands and cried.

"Kevin…Gwen…please, help me!" He cried.

Kevin pulled to the side of the road, slamming on the breaks, "Gwen? Gwen what is it?"

Gwen was sitting in the passenger seat of the car, her head in her hands, her fingers clenching balls of her hair tightly. She was crying, or more like bawling.

"Gwen!" Julie cried, leaning forward in her seat,

Kevin wrapped his arms around Gwen as she started to shake her head and muttering, chanted, "No, no, no, no!"

"What happened?" Kevin said sternly.

Kevin's voice was so serious that Gwen finally unclenched her hair and looked up at him, "It's Ben. I don't know how or why, but I sensed him. He's calling out to us…he needs our help!"

Julie sat back in her seat and fell silent. Kevin turned away from Gwen and clenched his teeth, it looked like he wanted to say something, but instead, put the car back into gear, and pulled out onto the road. No one said a word for the rest of the drive, and the only sounds to be heard was the occasional sob from Gwen. Finally, the Tennyson house came into view. Kevin parked the camero where Carl usually parked his station wagon, right next to the Rustbucket. The door to the re-vamped camper stood open, a huge hole ripped open in the top.

"He wasn't kidding when he said it came through the roof." Gwen sniffled, drying her eyes.

"Come on." Kevin snapped, running around the car to open the door for Gwen. The two girls climbed out of the car and walked into the RV.

"Grandpa?" Gwen asked.

"It's about time!" The old man said, "I called you several minutes ago!"

"We had to get here from the school." Gwen snapped, folding her arms, "Anyway, what was the pod about?"

Grandpa Max moved from the driver seat and over to the table. He sat down and motioned for the three teenagers to sit as well. "The pod contained a Holoviewer, or a Halodisk, whatever you want to call them." He reached into his pocket and pulled out a flat, circular disk. He pressed the button in the middle, and a large, gorilla-like version of Spider-Monkey, wearing a fancy suit appeared in a hologram.

"News in the Underworld suggests that you are looking for Madam Anastasia. Kevin Levin, if you are still interested in hiring the Lady for an off-planet mission, she will hear your case tomorrow at midnight in the swamp near Anahuac, Texas. If you are a second late, the Lady will dismiss your claim. Please bring appropriate identification, and you are only allowed to bring Gwen Tennyson and Julie Yamamoto along with you. Any disregards to this message, forfeits any deals, and will lead to your demise."

The hologram disappeared, and Grandpa Max stashed it again in his pocket, "Looks like she doesn't want me there."

"That's not fair!" Gwen shouted,

"Gwen. We have to listen to Anastasia. It's the only hope to get Ben back." Kevin said softly. Gwen flinched from the tone in his voice and sat back down. She remembered her vision of Ben and nodded.

"Anahuac." Grandpa Max said, rubbing his chin, "Isn't that where we fought Dr. Animo at the Gaiter Fest?"

"Ugh." Gwen rolled her eyes, "Don't remind me."

"We have until tomorrow to get from Bellwood to Anahuac?" Julie asked, "Will we make it?"

"If we leave now and use Ship. We should." Kevin nodded.

"Be careful children." Grandpa Max said, "Anastasia may not be as powerful as a Pyrothanatos, but she is still a force to be reckoned with."

"You be careful too Grandpa." Gwen reached over and gave her grandfather a hug before hurrying out of the Rustbucket.

"See ya later gramps." Kevin waved.

Julie bowed her head, and hurried off after them.

When they were out on the Tennyson's front yard, Julie whistled. Within seconds, a giant green and black airship came soaring towards them. It landed in front of them with a loud: _Shiiiiiiiiippppp!_

"Good boy!" Julie smiled, she pet the side of the giant spacecraft, "Ready to go guys?"

Gwen should have felt happy. They were just a day away from meeting the one person who could help them save Ben. Then why was she so nervous? Something was tugging on the back of her mind. Why didn't Anastasia want Grandpa Max there? Why Anahuac? The day-long flight dragged on, and more thoughts exploded through her mind. What if this was a trap? If Kevin sent out a request for Anastasia and one of their enemies picked it up…

"We're here!" Julie said suddenly, snapping Gwen out of her thoughts. She looked up as the doorway opened into the swampy waters of the favorite Gaiter Fest spot.

They stepped out into the fog, sinking knee-deep into the muddy sludge.

"Gross." Gwen gagged, plugging her nose, "This smells worse then Ben as Swampfire."

"Look! Over there!" Julie pointed.

There, through the fog, a large dark shadow approached. Kevin stepped in front of the girls as Ship transformed back to his normal form. Through the fog, the shape started to materialize. Before long, the three of them stood in front of the large Gorilla-Man from the hologram.

"Exactly Midnight. You are Kevin Levin?" He asked,

"Yes." Kevin nodded.

"Identification please. All of you." He said, looking from Kevin to the girls.

Kevin pulled out his Plumber's Badge, and Gwen followed suit. Julie reached into her purse and pulled out her student card. The Gorilla-Man huffed and nodded, "Identification excepted. Follow me." He turned around and started walking through the swamp water to an old hovercraft. He motioned for them to step within it. Kevin grabbed Gwen's hand, and Julie's with the other and helped them onto the craft, before the Gorilla-Man stepped up as well and started the hovercraft.

Gwen knew where they were going before they even got there…the abandoned observatory. The hover craft stopped outside of it, and the Gorilla-Man climbed up a rope ladder.

"I'll go first, Julie follow me, and Gwen take the rear." Kevin whispered. Apparently, he was ready for a trap as well.

The inside of the observatory was in even worse shape then the last time they saw it. The telescope had collapsed into the swamp, taking a large portion of the walk-way with it. Gwen looked over and saw the spot where Grandpa Max had turned into that slug-like thing, it was nearly completely deteriorated now. She looked away at the spot where the telescope once rested. A figure was sitting upon a railing. Definitely a woman. Her head was hidden in the shadows, but her long, legs stretched down out into the light, covered completely in skin-tight black boots.

She pounced down from the railing and fell down gracefully in front of them. Gwen immediately felt jealous about the woman. She was taller then Gwen, and she was so skinny, but not past the point of sickliness. Her face was narrow and pointed, her thin lips were parted to reveal two long canine fangs. Her ears were pointed and stuck out from the sides of her head, like the stories of elves, and her eyes were wide and bright red, matching her red and black pixie-like hair. The black boots connected to an equally-skin-tight black tights that covered her entire legs and waist. A puffy, white peasant-styled top covered her breasts, and puffed out around the sleeves, slipping underneath a leather corset, the shirt frilled out underneath the bottom of the corset. She looked almost like a pirate in those movies, including a slender sword and gun strapped to her waist with a large, baggy, purple belt.

"Kevin Levin. I've heard rumors." She purred, her voice sounding dark and mischievous.

"Anastasia." Kevin whispered.

"Griffon." Anastasia snapped, turning to the Gorilla-like Arachnichimp, "Guard the door." She turned back to Kevin and the girls, "We've got business propositions to make."

* * *

Phew! Finished! Anyway, poor Ben…let's just hope that Team Tennyson can save Ben before next month arrives! …though if you remember, it's a three week ride to Demetrious, and they haven't even tracked him down yet! My original plan for Anastasia was to have her like a cat-like person 'a living Lucky-Girl'. But after looking at all the other Fan Fictions on here, there are WAY to many cat-like aliens and I wanted to do things a little more originally, so Anastasia looks like an Elf-like alien. Sorry for the cliff hanger!

Just wait for the next chapter! I have big plans! Next chapter…rated M.


	5. Chapter 5: Rescue

A/N: Sorry for the delay! I was busy. Well then, I'll make sure to upload sooner. Enjoy chapter 5! Oh, and sorry, I know I promised smut, but the chapter got two long, so I'm breaking it up. I thought I could fit it all in one chapter, but I put a stop to it after eight pages. And sorry, I wrote this at 3 o'clock in the morning.

* * *

CHAPTER FIVE: RESCUE

Ben threw his head back and squeezed his eyes shut, just like he had done for the last week. By now, he knew he could not overpower Mei, so fighting back was useless. He lay there on the bed and quietly suffered with the unwanted pleasure. Any trace of hope that he would be rescued was starting to fade from his mind. It was hopeless…

Mei groaned as she thrust upon him. He squeezed his eyes tighter. It'll be over soon…she'll finish, then go off to school, and he'd have the entire day to sit here and mope before she'd come home. At least she wasn't horny twenty-four-seven. When she came home, she'd want to go for a walk, or cuddle, or just sit and 'talk' with him. She wanted to know everything about him, and all he wanted to know was if he was going to ever get home.

Finally, the sweet release which meant she was done. She rolled off of him and wrapped her arms around him, "You…are so beautiful." Ben refused to open his eyes, refused to open his mind to his body. If he kept apart, it was less painful. But he couldn't hide the fact that she was lovingly caressing his cheek, or kissing him lightly on the face. He fought back mentally, trying to block the nerves from reaching his brain. He thought of Julie, of her caring and carefree face, of Kevin and his strong, muscular, pig-headedness, of Gwen, her kindness and grace, and of Grandpa Max, with his knowledge and parental guidance that helped him so much in the past…

Nothing helped.

Finally, Mei stood up and walked to the bathroom to have a shower. Ben lay there in bed, he'd go for a shower as soon as she left. Which wouldn't take long. She usually dressed and took off pretty soon. She swooped down and kissed Ben on the forehead before slipping out the door.

Ben waited a few seconds before getting up and throwing on the Amazarian clothing that Mei brought him. His clothing was too torn up to wear now. He sighed as he squeezed into the pants, and threw the shirt on. The only addition to the clothing was an emerald green jacket. It was probably the only thing he liked in the ensemble, mostly because it was green. He walked over to the door and opened the curtain. It was a good ten story drop to the ground. He sighed and closed the curtain. What now? Back to sitting on the floor, prying at the cover to get the Omnitrix free again?

He already did that four days straight, right until his wrist was raw and bloody. And he wouldn't dare climb down, that would be suicide. He even tried to run a few times when Mei took him on a walk, but she'd either catch him right away, or some other brutish Amazarian would see him and try and claim him. And he was already freaked out enough about what would happen when Mei hit her 'time of the month', nevertheless one of those muscle-bound females.

He walked into the kitchen and opened the fridge. Everything on this planet consisted of raw meat. He hated it, and would give anything for some chili fries and a smoothie. With a sigh he walked back to the bedroom and collapsed on the bed. That was it…this was his prison, this is where he was going to be stuck forever…this is where he will die…

"I see my reputation exceeds me." Kevin grinned, folding his arms,

"Proceeds." Gwen corrected. She stepped in front of him and walked up to Anastasia, "We were hoping you could help us out."

A large grin exploded across Anastasia's slender face. She threw her head back and laughed, Griffon chuckled behind them, mostly just copying his mistress. She started to circle them, walking around the three of them, taking in each one of they're appearances.

"I heard that your friend was taken away by Dana Lyn." Anastasia purred,

"Yes." Gwen nodded, turning with her, so her back was never to the assassin, "My cousin, Ben Tennyson."

If that grin could stretch any further, it would have. Anastasia stopped circling them and walked right up to Gwen, looking her straight in the eyes. Gwen felt fear explode through her. She flinched back involuntarily.

"Don't worry." Anastasia shrugged, backing away, "If you're cause didn't interest me, I wouldn't have replied." She sat down on the rotting wood, folding her legs underneath her, "Well, come on, sit down."

The three looked uneasily at each other, the slowly followed their orders. Gwen took in a deep breath, "He disappeared over a week ago."

"I know." Anastasia replied, sounding bored,

"Um…well, we need to get him back, but we don't know where he is?" Gwen asked,

"Well that's easy, just ask Dana Lyn." Anastasia said, looking down at her nails,

"That's not easy!" Kevin snapped,

"True, then if you don't want to do that, I could track him. It would only take a few days, but it will cost you extra." She looked up from her hand as she said that, Gwen could almost see the money-bags appear in her eyes.

"Speaking of which," Kevin muttered, "How much?"

"We'll settle on a price after my job is done." Anastasia said, standing up, "How dangerous the mission is, and all the extras will determine what the price is. So, am I hired?"

"Can you really track down Ben?" Julie asked,

"Don't insult me." Anastasia snapped, "Two days and I'll know exactly where he is, right down to whatever substance he's standing on."

"Good." Julie sighed, clenching her chest tightly. Gwen and Kevin looked at each other with relief.

"So, am I hired?" She repeated, holding out her hand towards Kevin.

Kevin nodded and stood up, he grabbed her hand and shook it.

"Good." She grinned, "In that case, call me Ana. I'll find your friend."

"Thank you." Gwen replied, also climbing to her feet.

Ana nodded and turned away from them, "Griffon! We're leaving!"

The Gorilla-man nodded and strode after the assassin as she disappeared into the swamp. Team Tennyson stayed standing there for a few seconds until they were sure that Ana and Griffon were gone.

"If we can't pay her, she'll kill us." Kevin moaned,

"We will." Julie whispered, "Right?"

Gwen crossed her arms and bit her lip. She closed her eyes to keep the tears from spilling from her lids. She felt Kevin wrap his arms around her, and she turned around to accept the embrace, fighting back the urge to cry. Julie looked away, feeling awkward and lonely.

"Let's…go home." Kevin said softly, "It'll still be two days till we can help Ben."

"And that's two days he could be suffering." Gwen whispered,

"You don't know that." Kevin replied, caressing her face, wiping away the tear she didn't notice gliding down her cheek, "Remember, he is probably in some sort of zoo."

"Having snot-nosed kids staring at him all day." Julie shivered.

That night, Gwen could not sleep, she kept imagining all these terrible things that could be happening to her cousin right now. She tossed and turned in her sheets, feeling hopeless and lost. Finally, she sat up in her bed and shook Kevin awake.

"Huh? Wah? What happened?" He moaned drowsily,

"I can't sleep." Gwen whispered.

Kevin, of course, thought that she was in the mood. He rolled over with a smile, all thoughts of sleep suddenly gone from his mind. "Awe, baby come here." He leaned over and pulled Gwen into his arms. She broke down into tears in his arms. Kevin wrapped her tighter and began stroking her hair.

He moved himself over top of her, looking down in her bright yellow eyes, she sniffled and reached up to touch his face. He bent down and softly kissed her on the lips, "It'll be fine. We have the best Assassin in the entire galaxy looking for Ben right now."

"She's an assassin, not a hound dog." Gwen replied,

"She's also a Gotosapian. And if you want something found, the best way to find it is through a Goto." Kevin stated, "Or so I've heard."

He lowed himself down upon her, and she did nothing to fight back, so he knew that she wanted it. Kevin kissed up her face until he reached her ear, he nibbled on it lightly, then whispered, "Everything will work out."

Gwen smiled and wrapped her arms around him, "Thank you Kevin. Now I guess its my turn to give you some advice."

"What?" Kevin groaned,

"I'm not wearing any panties."

Friday. The end of the week, also, the last day of school. No one was interested in work, especially Kevin, Gwen, and Julie. Because for them, tomorrow was not only the first day of summer vacation, it was also the day they find Ben.

Throughout the day, people kept coming up to Gwen, giving her their condolences. It had been a month since Ben disappeared. Four weeks was a long time to be missing, and a lot of the classroom had given up ever seeing their brunette friend again. That's why, when a blonde haired kid approached her, she thought nothing of it.

"I'm so sorry about Ben." Collin said softly, grabbing Gwen by the shoulder.

Gwen looked away from him, like she did with all the others, "Thanks you…but he will turn up, I know it."

"I hope he does." Collin nodded. He stepped back from her, "So um…did he get a chance to ask you something before he disappeared?"

Gwen lowered her head, "The last thing he said to me was that he did not need to know what Kevin and I did on our free time." She said this without much shame. Tears welling up in her eyes, typical Ben.

"Well then," Collin said, rubbing the back of his head, "I asked him to do me a favor."

"And that was?" Gwen asked, folding her arms,

"Well, I wanted him to…well I wanted to know if you wanted to go out sometime, maybe for dinner?" He asked.

Gwen's expression darkened. Everyone used Ben to try and ask her out, and that angered her. No one used her cousin but her, "Excuse me? I'm already dating. I'm with Kevin."

"Yeah but, if it doesn't work out…" Collin pressured,

"I'm sorry. I just lost a family member, and you're here trying to score a date?" Gwen almost screamed it. Her hands fell to her sides, balling into fists. Several people stared.

"There you go again." Collin stated, getting defensive,

"What?" Gwen snapped,

"Going on about Ben." Collin snapped, "I've seen it, we've all seen it."

Gwen's defenses seemed to break, she took a step back in shock, "W-What?"

"The way you look at Ben behind his back, the way you always treat him with motherly virtue. What is he to you Gwen? A little brother, or something more?"

"He's my cousin." Gwen snapped, turning away from Collin, "If anything, I do see him like a little brother. But that's IT!"

Collin watched her walk away in anger. He clenched his teeth, before storming away.

"What was that about?" Kevin asked, looking at the vending machine, "You know, I was thinking about getting a smoothie…I know I hate them, but I mean, we haven't had one in a while."

"I don't want to even look at one." Gwen sighed, collapsing on the table, "That was another guy asking me out."

Kevin 'tsk'd' and selected a root bear before turning back to Gwen, "Too bad you're all mine." Gwen let her head fall on the table. Usually there would be text books, but they had already all been handed in. She sighed as she felt the cold table under her head. Kevin sighed and walked over to her, wrapping his arms around her and nuzzling her neck, "Tomorrow."

Gwen smiled, "Yes, tomorrow."

"Dana Lyn won't know what hit her!" Kevin sat next to her, slamming his fist into the table. Gwen nodded.

"Dana Lyn?" Collin whispered from around the corner of the lunchroom, he gripped the wall tighter.

Kevin gave Gwen a ride home. She wanted to walk, but after Ben's disappearance, there was no way Kevin was going to leave her side. But that was it, she wanted to be alone tonight, and was definitely not in the mood for sex. She kissed Kevin goodbye at the door and strode into her house.

The first thing she noticed was how quiet it was. She did not normally go straight home after school, in the last month, Kevin was here, and before that, the three of them would always go to Mr. Smoothie for an hour or two. By the time she actually got home, her parents were there. Today, she was the only one home.

She walked into the living room, her father's coat was tossed over a chair. He usually forgot it, especially when the weather was warm. Her eyes fell on the phone, she scooped it up and looked through the missed calls. There were four from Anne, and three messages of her sobbing over the phone about how the police are not doing their jobs…

…no the police won't, but the Galactic Police would. They were just one day from getting Ben back…

"Just hold on Aunt Anne." She whispered. Gwen went to put the phone down, but instead dialed Grandpa Max's number.

…the phone just rang. He was probably at Mt. Rushmore looking through all the old Plumber stuff to see if he could find anything that would track down Ben since he was not allowed to come meet Ana.

Gwen nestled down in a chair with the phone in her hand. Summer vacation, it brought back so many memories. Many she did not want to remember right now. She almost chuckled, "Just wait, tomorrow we get that 'Mega-Dweeb' back." She smiled as she used her old pet name for Ben from that summer when he first got the Omnitrix. She flicked on the television and waited for her parents to come home.

Luckily, night came swiftly. After dinner, Gwen went straight upstairs and to bed. At least this way, she could fall asleep, and wake up early tomorrow to wait for Ana to arrive. She bolted up the stairs and walked into her clean, tidy room.

Her computer was off, the screen covered in dust, since Ben disappeared, they hadn't had any work. She walked past her old laptop, also covered in dust, and plopped down on the bed. She threw the blankets over herself, and closed her eyes.

Sleep immediately clouded her mind. She sighed and snuggled deeper into the sheets…as slender arms wrapped around her waist.

Gwen screamed and jumped out of bed, knocking a lamp off of the desk. Ana yawned and sat up, "Must you be so loud?"

Gwen panted hard and blinked. She rubbed her eyes and looked back at her bed. Ana sat on it with a smirk. Gwen turned around as she heard her parents running towards her bedroom. "O-one minute." She walked over to the door and opened it as her father started asking the old, 'what happened?'. Gwen smiled sheepishly, "Sorry, I fell out of bed."

"Well just be careful next time." Frank snapped, "And remember to lock your window."

"I did." Gwen questioned, mostly to herself.

"Good girl." He nodded, giving her a hug, then disappearing back downstairs.

Gwen turned around, Ana was still sitting there with her usual smile. "How did you get in?"

"I have my ways." Ana replied, looking down at her nails again, "Come on, get ready to go."

"Go where?" Gwen asked,

"Kevin's garage of course." Ana jumped up from the bed, "Do you know he spends all his money just for the rent on that place? And then he still sleeps in the backseat of his car."

Gwen bit her lip. She did not know that, all she knew was that Kevin never invited her over to his house.

"And he's selling that car!" Ana sneered,

"Kevin…" Gwen whispered, folding her arms.

Ana hopped off the bed and walked to the bedroom door, she walked out into the hallway and off towards the front door. Gwen chased after her, "Wait! My parents will see you!"

Gwen quickly threw on some clothes, and hurried downstairs to the living room where her parents were watching T.V.

"Hey pumpkin." Frank said, looking up, "I thought you were heading to bed early."

"You didn't see?" Gwen asked, looking from the stairs to the front door, there was no way they missed Ana walking by.

"See what?" He asked,

"Never mind. Anyway, I'm going out for a while." Gwen said,

"But its dark outside." Her mother quipped,

"Kevin will be with me." She stated. There was no way she was mentioning that it wasn't Kevin, but a dangerous assassin she was going with.

"Just be careful, and take your cell phone." Frank ordered,

"Yes Dad." Gwen nodded. She slid on her shoes and stepped out the door. Ana was waiting outside.

"How come they did not see you?" Gwen asked,

"Pah-lease." Ana laughed, "That was amateur work." She turned around and started walking towards Kevin's garage, Gwen at her heels.

Kevin threw his head back onto the roof of his car. He was sitting on the hood, leaning against the glass, wearing nothing but his boxers and a tee-shirt. He threw another can to the ground and sighed. He had so many requests from so many different people for his car. Pretty soon he wouldn't have his wheels, his home…

But that was okay, he was used to being on the street, ever since his parents kicked him out because of his odd 'ability', he was on the streets. If it wasn't the subways of New York, it'll be the alley's of Bellwood. He could cope, he could manage. The owners of the garage would never let him stay without a car in there, he wasn't supposed to be sleeping in here anyway, it was for cars only. But what they didn't know won't hurt them. All he knew was that this was a heated garage, with soft seats he could rest on.

Someone knocked on the garage door. Kevin gasped and bit his lip. If that was the owners and they found out he was here, he was hooped. Okay, since he was selling his baby anyway, what did it matter? He was out anyway.

"Yeah? What!" He called angrily,

"Kevin open up. Its me."

Kevin felt his heart skip a beat when he heard Gwen's voice. She couldn't see this! He'd never let her know he was living in his car. He quickly slid on some pants, turned on a light, and opened the door, "Oh, hey Gwen. Just doing some last minute adjustments to the car. You know, taking out some of the…really expensive features."

"And drop the price of the car?" Ana laughed, stepping in. Kevin froze.

"Did you find him?" He asked after the initial shock passed him.

"Well," Ana smirked, sitting down. Gwen looked around, for the first time she realized that her lackey was not with her. But she did not get to dwell on that long, because Ana started talking.

"I did. It did not take long actually, Dana Lyn did not care to cover her trail very well." Ana looked from face to face and smiled, "Your friend has been taken to another galaxy."

"What!" Gwen gasped, "How far away?"

"If we travel at warp-speed, and I mean warp-speed on a high-tech expensive state-of-the-art vessel, it'll be a three week ride." Ana continued, "This 'Ben' guy was taken to a planet called Demetrious, home of a race of aliens called…"

"Amazarians." Kevin whispered, "But they're not that smart…why would they want Ben?"

"Good boy, Levin." Ana snapped, "Maybe I should let you finish?" Kevin bit his tongue. Ana nodded triumphantly and continued, "Apparently Dana Lyn delivered Ben to an Amazarian girl."

"So much for the collector idea." Gwen snapped, looking over at Kevin,

"Hey, think of it this way," Kevin shrugged, "At least getting him back from a girl is a lot easier then getting him back from a zoo."

"So, get ready. We're leaving tonight." Ana stated, standing up,

"I'll go get Julie and Ship." Gwen replied, running from the garage.

Kevin folded his arms as he watched her go, "It doesn't make any sense."

"Hm?" Ana asked, standing up again

"Amazarian girls are only interested in finding mates, it doesn't make sense that one would turn against their instincts…"

Ana shrugged and smiled, "Only one way to find out isn't there?"

Julie and Gwen came back within half an hour, Ship riding on Julie's shoulders. Julie was finally smiling today. She hurried into the garage, "We're getting Ben back?"

Kevin nodded. He turned to Ana, "Ship can turn into a galactic warship."

Ana shook her head, "Not fast enough."

She stepped out of the garage, opening the door fully so that light exploded onto the street. Kevin gasped as light flooded over a small spaceship. It looked swift and stealthy, a speedy killing machine.

"When did that get there?" Gwen asked. Ana did not respond. She turned to the spaceship as the door opened, and Griffon walked down the ramp towards them.

"I hope you brought a book or something, cause its going to be a long three weeks." Ana sang. Team Tennyson exchanged glances, then hurried after the assassin and onto the ship.

Ana was right, two weeks seemed to drag on and on until they either felt cabin sickness, or homesickness. Kevin started to worry that if this trip didn't end soon, they were going to go crazy.

"Just think of it this way," Gwen said for the ninetieth time since they started they're voyage, "At least we know what's going on…poor Ben had no idea for three weeks where he was going or why."

"Yeah." Kevin muttered, turning to look out the window at the white blur that whipped by their window at warp speed.

Julie bent down and threw a ball for Ship, even the Mechamorph seemed to be getting bored of the game. She looked over at the other two and sighed, "Ben's been missing for almost two months now."

"Hey! Stop complaining!" Ana said, walking over to them, "You all sound so beaten." She scooped up Ship, and the little alien 'dog' chattered happily, "We're on our way to rescue Ben, so cheer up!"

Kevin looked over at the assassin and smiled. Two weeks traveling with someone, even if they have they're defenses, you start to learn a bit about them. Ana was no exemption. From the two weeks he had found out that underneath the whole Assassin guards, she was an ordinary young woman who liked puppies, hated make up, and loved adventure…okay, so there was nothing normal about Ana, but at least he could now put a 'human' presence to her.

"One more week." Gwen said softly. Then, as if to spite her, as soon as she finished her sentence, the ship rocked violently. Julie screamed as she was thrown off her feet, Ship ran to her to see if she was alright, and Gwen quickly used her powers to stay upright. Kevin fell to his as it rolled back upright. And of course, Ana looked unfazed.

"What was that!" Gwen gasped,

Ana turned around and dashed for the control room, "Griffon!"

"Milady…we're under attack!" Griffon gasped, trying to steer away from the enemy fire.

"Who's mad enough to attack Ana?" Kevin gasped, trying to climb back to his feet.

"Milady." Griffon gasped, "We're getting a message."

"On screen!" Ana ordered.

"Good evening, Anastasia." A familiar black and red face cooed from over the large screen, "I got tipped off that you're coming to rescue my most recent package. I can't let you do that. Or otherwise, she can come back and demand a portion of her money back, and you know what, I just don't like that."

"Dana Lyn." Ana growled, "Oh this is perfect! Hey Levin, Tennyson, Yamamoto, prepare for a battle! She's going down!"

"This is SO putting our payments to her above a million." Kevin groaned. He stood up, "What do you want us to do?"

…Nowhere to hide! There has to be somewhere to hide! Ben sighed and slid down the wall. He closed his eyes and balled the shag into his hands. He looked around the living room one more time. The barbaric wooden furniture offered nowhere to hide. He pried himself from the flood and ran to the bathroom.

His reflection caught himself off guard. His skin was pale, he had dark circles under his eyes, and he had lost a lot of weight. He ran his fingers through his messy hair as Mei's words to him ran through his head., noticing how thin his arms were getting, loosing muscle-mass from lack of food and lack of exercise.

"I think I'll be ovulating soon."

He could remember a small bump on her stomach this morning when she raped him…and the thought of that bump being pushed through him terrified him. He punched the mirror and it shattered beneath his fist. He pulled his bleeding knuckles away from glass and looked down at his fist. Why? Why him? He had saved thousands of lives, the entire planet, no the entire GALAXY! So why was he being kept a PRISONER here?

He screamed and collapsed on the ground, holding his fist as it bled onto the floor. That's it…maybe he should cut his wrists? He reached for a piece of glass that fell from the mirror, but stopped. No, that was not the way. He threw the glass and stood up to look for some bandages. His little temper tantrum made him feel a little better, but there was still nothing he could do. He was still helpless to the hands of this freak.

Then he heard it, the tell-tale signs that Mei was climbing the tree trunk. He took a deep breath as he threw the rest of the glass into the garbage.

"Baby!" She gasped, grabbing Ben's bandaged hand, rather forcefully. He winced at her touch. She looked worriedly up at his face, "Did you hurt yourself? Oh baby! What happened?"

"Fell." Ben muttered, looking away from her. No point trying to pull away from her, that wouldn't work.

"Awe, well I have something to make you feel better." She smiled. Ben flinched. But she grabbed his uninjured hand and dragged him towards the kitchen, dropping a bag on the table.

"I heard you complaining about the Yoax meat." She smiled. Ben remembered last nights 'dinner'. She had brought home a live animal that looked like a mix between a goat and a cow. She had butchered it in the kitchen and then handed out the meat. He made a face and she laughed.

"So, I ran into a traveling merchant. That doesn't happen very often, but I thought about you and I couldn't help but stop by. I personally don't like them, but I'm willing to buy them for my Mate."

A scent hit Ben's nose and he started salivating. He ran over to the table as she pulled a few burgers out from the bag.

Be quickly scooped one up and devoured it. Mei laughed and grabbed the rest before Ben could grab a second one. "No silly, you'll get fat. Anyway, these are going to be treats."

Ben fell limp in one of the oversized chairs. So now she was going to use them to bribe him. If he did not do what she wanted, she'll not allow him to have a burger. She also pulled out some sort of purple meat from the bag, "Tonight's dinner." Ben was glad that he got the burger.

She stepped towards Ben, and he flinched back. She glared at him and reached for him, But Ben jumped back, knocking the chair over. Mei gasped and reached over, grabbing Ben by the hair and pulling him roughly to his feet, "How dare you!" She slapped him hard across the face. Ben fell back down to the ground, feeling as if his teeth were rattling.

"Oh god!" She gasped, bending down and scooping Ben up into her arms, "I'm sorry, its just, I'm ovulating so I'm getting emotional. I'm sorry."

Ben cringed inwardly as she pulled him to his feet again. He felt dizzy and could already feel the bruise forming on his cheek, joining the bruises on his arms, and wrists, and from other places she's grabbed him. Even after a week, she still did not realize that human's were a lot weaker then Amazarians, and her touch still bruised his skin.

"I know! Let's go for a walk!" She started walking towards the door, dragging Ben after her. Ben bit his lip until it bled. She picked him up, threw him over her shoulder, and jumped from the tree. She landed and placed Ben back on the ground.

They walked in silence, Mei humming to herself occasionally, and Ben looking down at his feet. When he did look up, he saw the muscle-bound females, dragging behind them the smaller, weaker men, many of them with large bulges in they're stomach. Ben gulped and placed a hand on his stomach.

"Aren't you excited?" Mei sang, "We're going to have a child of our own! But then again, don't get you're hopes up. The chances that it will survive are very slim." Ben remembered her telling him that it was one in every hundred.

"Okay! I just can't wait! Let's go back home!" Mei sang. She scooped Ben up and dragged him back to the tree.

* * *

Phew! Long chapter, again, sorry about the delay. I'll immediately start working on chapter six.


	6. Chapter 6: Anur Phaetos

YAY! Chapter 6! I knew this was going to be long, its based off of a weird dream I had, so yes, it is going somewhere. Anyway, time for some fun! I asked a friend - same person I asked for the title - to do some fan art. She's an amazing artist! Well, compared to me at least. I can't even draw a stickman. So, here's what I want. If there are any artistically inclined readers out there who want to do their own fan art, leave a link to your artwork in the reviews! I love art! I'd ask Rygel-n to switch abilities, but she is already an author. If I switch abilities with her…I'd be able to write professionally, and draw! Hm…watch out Ry!

She has only drawn three of the characters, and others are on the way. So far she has done Ben, Gwen and Kevin. I added the emerald jacket last chapter because Rygel-n insisted upon it. She said that Ben 'had to have something green', so in her fan art, she added a green jacket, and I loved it! And she's right, I did not add anything about Kevin and Gwen's outfits right? So make them up!

See them at:

rygel-n . deviantart . com

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CHAPTER SIX: ANUR PHAETOS

Kevin sat down by the control panel of a separate gun, stationed underneath the bridge of the spaceship. He grabbed the joystick that controlled the direction of the gun, and flipped a switch, turning off the safety. He twisted the gun towards Dana Lyn's ship, just as the enemy launched several mini attack pods.

"Tennyson!" Ana shouted, turning towards Gwen,

"Yes?" Gwen asked, her and Julie were leaning against each other to keep from falling down as the ship rocked violently,

"On the upper floor, there is an observation deck. I want you to go there. It will allow you to extend your energy out into space. Use that to your advantage and throw some rocks at it." Ana snapped, turning away from the girls and back to the bridge, "Griffon, keep the ship on course."

"Aye Milady." He nodded.

Ana turned around and grabbed a long trench coat from the back of her chair, pulling it on and pulling the hood over her head. "Julie, grab Ship. We're going hunting."

"Wait?" Julie gasped as Gwen disappeared up a steel ladder to the upper floor. She looked back at the assassin, "You mean?"

"We're boarding Dana Lyn's ship." Ana laughed.

Kevin pressed the fire button, sending a laser at one of the pods, it exploded upon contact. Kevin grinned as he saw pieces of the pod drift away into the void of space. He saw a purple beam reach out from somewhere above, grabbing a large chunk of the pod he destroyed, and throwing it at another pod.

"That's my girl!" Kevin laughed, he shot at another one, but missed. He gritted his teeth and shot again.

Gwen smiled as she threw the chunk of pod at another. It easily went through the first one, causing another explosion. "Just like a T.V. show." She reached her powers out and grabbed a small asteroid floating by, chucking it at another pod.

That's when she saw Ship flying away from Ana's spaceship and off towards Dana Lyn's ship. "What the?" She questioned.

Griffon's voice sounded urgently over the intercom, "Gwen, Kevin, give Ship some cover so he can get to Dana Lyn's ship. I'll use the main guns to help."

Ship…that means Julie was there as well. Gwen nodded and threw another asteroid at a pod heading their way as Griffon fired missiles at Dana Lyn's main ship. The enemy replied with return fire.

A blast hit violently into the wing of the spaceship. Gwen screamed as it rocked viciously. Kevin's voice sounded over the intercom, "We take another one of those Monkey, and we're toast."

"I'll get us away from the direct line of fire. There is a dark section over there we can hide in." Griffon's response sounded.

Gwen had no idea how to work the intercom and stayed silent. She gripped the hand-holds tightly as the ship tilted sharply when Griffon turned. She quickly reached out and threw another rock at a pod that was shooting at their flank. Kevin shot at another one as Griffon pressed down the gas. The spaceship launched itself over into the darkness. An area with no stars, no light whatsoever. Griffon turned off any lights within the ship as darkness hid them. Dana Lyn followed mercilessly.

Ship quietly pulled up next to Dana Lyn's ship, and Ana directed the mechamorph up to a duct that would lead them in, probably a garbage disposal. She slipped some tools out from under her trench coat and easily pried the latch open, slipping inside without a word. Julie followed after, Ship turning back to his normal form, and latching onto her shoulder.

Dana Lyn smiled and stoop up. Her driver looked back at her worriedly, but she just turned away from him, "Take care of things. We have a few stowaways I have to take care of." Her spiked tail lashed wickedly against the floor.

Ana helped Julie pull herself from the garbage disposal and started walking down an empty hallway. Ship shivered and whimpered close to Julie's shoulders. She reached up and pet her alien 'dog' gently on the head.

The hallway opened into a large room. The floor was a platform suspended over a large garbage pit with four thick chains. Several workers either dumped more garbage into it from the platform or stirred the garbage silently. They did not even notice the two girls walking by. Nonetheless, Ana arranged her hood and coat so that her entire body was safely encased in it. Before they even reached the center of the platform, Ana stopped, so abruptly that Julie almost walked right into her. Julie gasped and looked up, following the assassin's gaze.

There, before them, was none other then Dana Lyn. Ana spoke so silently, that Julie barely heard her, "Take Ship and get to the control room while I hold her back. Trash it."

Julie nodded and slipped back as Ana stepped towards Dana Lyn.

"Must we continue this power struggle?" Dana Lyn sighed, placing her arms on her hips, "We all know that I'm more powerful then you."

"Power isn't everything." Ana replied deeply.

Kevin swore under his breath. The only problem with hiding in the darkness is that he could no longer see the enemies. He flicked a switch, turning on the auto-tracking device and started shooting.

"Kevin! Gwen! Brace yourself!"

Before Gwen could comprehend what Griffon meant, she saw a laser shoot from Dana Lyn's ship. The laser sailed towards them and collided with the front of the bridge. Gwen screamed and grabbed the hand-holds as she saw the bridge below her explode. "GRIFFON!" She shouted.

The enemy ship launched another laser, this time, exploding into their wing. Gwen caught the third one before it made contact, directing it past her, only for it to hit their tail. The ship rocked violently, breaking apart. With the bridge out, power shut down to the entire spaceship. Gwen screamed as darkness consumed them.

Kevin quickly looked out the window. There was a planet below, completely black and dark. The ship started to drift towards it, caught in the planet's gravitational pull. "Shit!" He looked around as the spaceship started to gain speed. He had to act fast, he was underneath the ship, and if he was still there upon a crash landing…there would be nothing left. He reached out and grabbed the closest thing he could.

Gwen felt the ship gaining speed and crouched down within the observation deck. The ship hit ground hard, knocking her over. She went sailing across the deck and slammed into the wall. She felt a sharp pain in the back of her head, and then nothing.

Groaning, Ben opened his eyes. The last thing he remembered was that ungodly pain in his penis, so painful that he had screamed bloody murder, and tears had drenched the pillow beneath his head. The pain got so intense as it stretched on further this time, past the point where the Omnitrix kicked in, that he must have passed out.

He leaned up and instantly wished he hadn't. He threw the covers off of himself and ran to the bathroom, throwing up what little he had in his stomach into the oversized toilet. His head ached and every bone in his body screamed in agony. Luckily though, there was no sign of Mei anywhere. Ben continued to throw up until his insides hurt, and his eyes began to water. Before long, he was just dry gagging into the toilet. There was already nothing in his stomach anyway. He fell next to the toilet exhausted and weak. The world around him blurred and spun around him.

With no one there to help him, he crawled back to the bedroom. He pulled himself back into the bed and curled up. He hadn't felt this bad since the day after that day Kevin brought him to that party and he drank way too much. He groaned and clenched the blankets tightly in his fists.

……

He muttered over and over again, too quickly for even him to fully understand. Before long, he fell asleep again. His dreams were haunted by strange creatures, angry monsters, and a terrifying blue ogre that kept chasing him, beating him, and torturing him, and there was nothing he could do about it. He collapsed on the ground, curling up as the world around him faded to black, all the demons around him simply vanishing to nothing.

Suddenly he felt a presence. He looked up and saw a little boy. His blue hair hung down into his face, and his large yellow eyes looked at Ben with hopelessness. He held an over-stuffed blue butterfly, his blue outfit looking vaguely familiar, like a hand-made version of Big Chill's wings when they wrapped around him. Ben pushed himself up onto his knees.

The little boy held out his hand towards Ben, a small smile appearing on his small lips. Ben blinked and slowly reached up to grab the little boy's hand. He smiled and giggled a little toddlers laugh. Ben pulled the little boy into his arms, his tiny arms wrapping around Ben's neck.

"Mommy…do you need help?" The little boy whispered,

"I'll…be fine." Ben whispered, stroking the boy's hair gently,

"Just wait Mommy…" The boy whispered, his voice getting ghostlier, more like Big Chill's voice. Hundreds of Baby Chills burst out around them, circling them, the sounds of their wings beat loudly into Ben's ears.

"Mommy…Mommy…" The boy chanted. Ben held the boy tighter, but then his voice changed. It was now a voice that terrified him worse then any in the entire world, "Ben…Ben…Ben, honey wake up."

Ben groaned and opened his eyes. Mei stood over him with a large smile on her face. Ben gritted his teeth and buried his head in the pillows.

Mei laughed and sat down on the bed next to him, "So? How are you my dear?"

Ben rolled his eyes and leaned up. The nausea was gone. He looked at Mei with disgust and then looked down at his hands…noticing something that he should have noticed before.

That bump that was once on Mei's stomach, now rested in his. He placed a hand on his stomach and looked up at the Amazarian girl in fear.

"You said only one in a hundred right?" Ben whispered,

"Yes. Between fights at school, complications in pregnancies, and the poisoning of the egg, only one in every hundred Amazarian children reach adulthood." Mei sang,

"W-what! Are you saying the environment is the cause of those odds?" Ben groaned,

"Mostly." Mei shrugged, "This is a dangerous planet."

Ben let his head fall back onto the pillow, "So I'm…"

"Uh-huh!" Mei sang, "And for your hard work last night, I'm going to award you with one of those nasty burgers."

Ben's face lit up, Mei hopped off the bed and walked towards the kitchen, Ben running at her heels. She pulled a frozen burger from the freezer and placed it over the a fire to thaw. As soon as it was thawed, she handed it to Ben, and he wolfed it down, wondering when he became like a dog, getting excited over a 'treat'. Mei laughed, kissed him on the forehead, and walked off.

Ben looked down from the empty wrapper to the bump in his stomach and wanted to throw up again. But he wouldn't, not when he could finally eat something edible. He sat there until Mei came bounding back. "Want to go on a walk?"

"You're actually asking?" Ben asked,

"I don't want to strain you. If you were to loose the egg, my reproductive cycle would begin again, and I don't want that." Mei shrugged.

Ben lowered his head, "No."

"Tell me when you feel up to it." Mei nodded, walking off into the living room.

A small smile stretched across Ben's bruised face. At least now, no more embarrassing walks, no more being raped, no more being forcefully grabbed…at least until he…he…gave birth. Ben tilted his head, "Mei?"

"Hm?" She said, running back into the kitchen, "Is something wrong?"

"How long does an Amazarian pregnancy last?" He asked,

"Three months for the egg to mature and hatch, and then between four to six more months to give birth. Woman are four, men are six." Mei explained,

Ben lowered his head, that long? He sighed and then startled, "Wait? The egg hatches before you give birth?"

"Yes. Half the incubation is within an egg, the other half is within the womb." Mei said this as if it was obvious, "Anything else."

Ben fell silent again. Mei turned and left once more. He heard her climb down the tree, and head off on a walk by herself. Ben stood up and walked over to the new bathroom mirror, removing his shirt. He rubbed the bump on his stomach and furrowed his brow. An upwards of nine months of carrying a child, only for a one in a hundred chance of it surviving? What kind of world was this?

"Mommy…"

Ben whirled around, but there was nothing behind him. He remembered his dream and folded his arms thoughtfully. The little boy…it reminded him somehow of the Baby Chills…but they looked nothing like a human. He sighed and walked back to the kitchen. Too bad this world did not have any pickles…

Gwen gasped as she woke with a start. She slowly pulled herself into a sitting position. She could not see a thing. Everything was dark. She groaned and stood up, holding her hand in front of her, allowing the purple light to explode from her hands. She had to hold back a scream as she saw what remained of Ana's spaceship.

It was in pieces. Scraps of metal lay everywhere, the main body of the wreckage lay smoldering in a giant crater, the front of it completely evaporated. Gwen felt numb as she stared at it, "Griffon…"

She looked around. Somehow she must have been thrown from the observation deck. She checked herself over, she was badly bruised and cut up, but nothing felt broken. She walked over to the wreak, "Kevin?"

No answer.

"Kevin?" She said louder. Panic started to grip her. Wait? Wasn't he in the secondary gun chamber…under the ship? Her heart skipped a beat. She bent down and threw a few pieces of metal aside, "KEVIN? Kevin answer me!"

Still no answer.

Gwen burst into tears. Purple light exploded from her body, throwing pieces of metal aside, trying to dig her way to where Kevin was. She called his name over and over again, with no answer. She reached a large flat piece of metal, she threw it aside and gasped.

Griffon lay underneath it, a bloodied and destroyed wreak. His arms were seared right off, along with the front of his chest, and his legs were bent unnaturally underneath him. His black fur was singed and his face was still and cold. Gwen ran over to him and held him in her arms, "Griffon?"

But the Gorilla-Man was cold, already lost. Gwen gently placed his body on the ground and wiped her tears away with her dirty sleeve. She turned away from him and kept searching. She lifted up another large piece, and heard a groan. Gasping, she begun to dig.

Several feet away from her, a fist exploded from the ruins. Gwen screamed and looked over, a metal-coated arm stuck out of the ground, falling limp. She stood up and ran over to it, pulling the wreckage away, and pulling a semi-conscious Kevin from the pile. He had coated himself in the metal of the spacecraft at the last moment, but that metal was ripped and pulled away in places, bent and cracked. She looked at his torso, a large chunk of metal was twisted away, and crimson blood poured out from his exposed skin.

Kevin looked up at her, his black eyes looked distant, focusing in and out as he fought to stay conscious. He reached up and placed a hand on her cheek as his metal cover shattered. It fell around him, revealing his bloodstained skin underneath. Gwen choked a little as she looked down at Kevin's bloodied, torn form lying in her arms.

"A-are you…hurt?" Kevin said, gurgling past the blood that bubbled up and out his mouth as he spoke,

"No." Gwen shook her head, wiping the blood from his face, "Shh. Don't speak." Kevin smiled lightly, then closed his eyes against the pain. Gwen cried, "Stay with me Kevin!"

Kevin did not reply. He was disturbingly still. Gwen's bottom lip quivered, "Kevin Ethan Levin! You can't leave me too! I can't loose both of you…"

"Quiet." Kevin whispered, "I…c-can't see very…well. Look a-around for me."

Gwen nodded and looked around. She felt her muscles freeze in fear. Glowing yellow eyes were beginning to circle them. She grabbed Kevin's arm and pulled it over her shoulder., dragging him off into the remains of the spaceship, away from their prying eyes. She found a small room that was mostly enclosed, and walked inside, locking the door behind her, and using her powers to move metal around to seal any of the holes she could find. Then, she quickly placed Kevin down on the floor and slowly removed is ruined shirt.

"Gwen…what did you see?" Kevin coughed, blood spraying from his mouth.

Gwen turned back to him, "Lots of glowing eyes, everything was dark. I couldn't see much."

"I…think w-we're on…Anur Phaetos." Kevin muttered.

"The planet Ghostfreak was from?" Gwen asked. Kevin did not respond. Gwen bit her lip and looked around, "I need to find some bandages, you're bleeding badly."

She got up and looked around. She couldn't find anything, so instead she ripped up the remains of Kevin's shirt and tied it around his wounds, pressing a large patch of it to his side, where most of the blood poured out.

"G-Gwen. If this is Anur Phaetos, then this won't hold them." Kevin's voice cracked as he spoke, "You need to get off the planet."

"I don't think the spaceship will move." Gwen shook her head,

"Then turn into your Anodite form and get out of here." Kevin whispered,

"Forget it." Gwen snapped, "I'm not leaving you."

"S-stubborn." Kevin smiled, he gasped against the pain and fell backwards again, closing his eyes and falling still once more. Gwen looked down at his side, the blood had completely soaked through the cloth and was staining her hands.

Gwen froze. She felt a presence behind her. She slowly turned around, making sure not to disturb Kevin. Several Ectonurites were seeping through the walls of their little fort. Gwen slowly rested Kevin back on the ground and turned to face them. She raised a force field around them, momentarily stopping them. They pounded against Gwen's force field brutally, causing large cracks to appear. Gwen moaned under the pressure and her knees started to buckle.

Kevin opened his eyes and looked over at Gwen, his eyes went into focus as he saw her knees buckle, and she fell to the ground, keeping her arms up to keep the force field up to protect him. He felt his side as the blood continued to pour, gritting his teeth, he forced himself to his knees and rested his hand on a piece of metal. He allowed it to coat his body, sliding over his injuries painfully, until his entire body was coated.

He slowly rose to his feet as one of the Ectonurites finally pounded through the force field. Gwen screamed as she collapsed on the ground. Kevin ran over to her and scooped her up, throwing her away from the aliens.

"Kevin no!" Gwen shouted as he punched one of them, sending it flying. He screamed out in pain and collapsed to his knees. The other aliens started to move in on them. Gwen tried to stand up to help him, but something caught her hair. She turned around and saw another Ectonurite coming from the ground, grabbing her hair within its claws. She screamed, and without much thought, used a thin force field like a saw, and cut her ponytail off. Her long hair fell limp within the alien's hand and it cried out in anger. Gwen forced herself up and went running over to Kevin's side.

And then, everything froze…literally.

* * *

For those who don't read headers, if you are artistically inclined, please! Send me your fan art! Leave a link to your fan art in the reviews! I love fan art and would love to see yours!

Cliff hanger! Sorry, I recently watched New Moon, and was pissed off with the cliff hanger, and thought I might as well do one too (and then rent the next book from the library and read that)…

Anyway, it won't take till June though. I'm going to start on the next chapter right away.


	7. Chapter 7: Owen

A/N: Thanks Rygel-n for your amazing art! I love them! I imagined Dana Lyn's tribal markings a little more jagged and more contrasted, but besides that, they are all exactly how I imagined them! Anyway, half way marker here probably. Well, here's chapter 7!

Oh and sorry, I'm trying to follow the 'rules' of Ben 10 series (though if you watched Ghost Town, they don't even do that. I mean, wasn't Ghostfreak's main goal to possess Ben so he could rule the galaxy? Then why would Ben willingly allow Ghostfreak to possess him? It doesn't make sense! But I digress…) Yeah, so I couldn't remember what planet Anodites come from, and I couldn't find it online, so I'm going by memory, if its wrong, I'm sorry.

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CHAPTER SEVEN: OWEN

Gwen slowly rose to her feet. She looked around as a thick layer of ice surrounded them, freezing the walls solid, along with the Ectonurites. She slowly circled around with the ice, watching it glide easily along their metal imprisonment. She backed up and ran towards Kevin as he collapsed in her arms, the metal cover shattering once more. Gwen buried her head into his bloodied neck.

A shiver went down her spine. She slowly rose her head as something floated through the ice, something that looked like a ghost-butterfly. Gwen's heart raced and she felt a contradicting hopefulness pass through her body. She gasped, "Ben?"

The Necrofriggian barely looked at Gwen and Kevin as they lay below its feet. It looked around at the frozen Ectonurites and finally floated to the ground, becoming tangible once more. It turned towards her, and spoke in its ghostly voice, "This won't hold them long. Come…follow me."

"Can we more Kevin?" Gwen asked, looking down at the limp form in her arms.

The Necrofriggian bent down on the other side of Kevin as Gwen laid him down on the ground. It held its hand over the large man, ice sprayed from the palm of its hand, encasing his injuries in a solid chunk of ice. "That should freeze the bleeding for now."

"I hope that wasn't a bad pun." Gwen snapped.

If the Necrofriggian could smile, it looked as if it would. It bent down and picked up Kevin up bridal style and walked over to the door as Gwen used her powers to blast it open. The three stepped out into the darkness. The Necrofriggian seemed to know where it was going,

"What are you doing here?" Gwen asked. She was guessing that her first guess was wrong. This was not Ben. The Necrofriggian ignored her and just walked ahead, carrying Kevin silently. Gwen sighed and followed.

It led them to a cave and stepped inside it, placing Kevin gently on the ground. It waited for Gwen to step in before pushing a boulder in front of the entrance. "That will make it look like this is just part of the mountainside. It'll hide us for a bit."

It walked further in the cave and grabbed a bag, he opened it and pulled out an ID Mask and placed it on his face, turning into a human. Gwen smiled as she saw the form the Necrofriggian turned into. 'He' looked like a younger Ben, with blue hair and yellow eyes. The ID Mask generated a blue patchwork jacket, over a white and black shirt, and grey cargo pants, along with plenty of belts. He looked over at Gwen with a bright smile.

"Do I look better now?" He asked, his normal human voice sounding actually quite cute. Gwen barely nodded before looked down at Kevin. He was not moving. The Necrofriggian followed her gaze and frowned.

Gwen looked up at him, "He's pretty seriously hurt."

The other nodded and folded his arms, "At this rate, he won't survive."

Gwen shivered and rubbed her arms. She watched the steam float from her mouth…of course, a planet with no sun or light would be cold. Luckily this would keep the ice around Kevin's injuries from melting. She looked at his bare chest and frowned. She shouldn't have ripped up his shirt. He must be even colder then she was.

The Necrofriggian dropped to the ground, crossing his legs underneath him, "Your that carrot-top from earth right? What are you doing all the way out here?"

"Carrot-top?" Gwen snapped, "How do you know me?"

"Um?" There was a hurt expression on his face. He turned away and looked thoughtful for a few seconds, "Because you were there when I hatched."

Gwen's face froze, "Wait?" She almost burst out laughing, "Your one of Be-I mean Big Chill's kids right?"

He nodded, "I was that little one…I've always been a little one." He rolled his eyes and sighed, "Runts usually are."

Gwen smiled and ran over to him, throwing her arms around him. He gasped in shock, but made no movement to push her off of him. Gwen winced at how cold he was, but hugged him tighter, "Awe! I thought we'd never see any of you again."

"Well, usually no." He shook his head, "But I heard that Mom was in danger…"

"Can you please call him Dad?" Gwen replied, releasing the alien, "And how are you so old?"

"Ok, Dad was in danger, and I decided to help. I ran into two of my siblings and they said if we need it, they'll help Dad too." He straightened his shirt after Gwen attacked him and looked back at Kevin, "I was following Dad's scent when I smelt you guys. And Necrofriggian young age fast, our childhoods only last three years. Right now, I'd be about 15 in earth years. Oh, and by the way, what are you doing here anyway?"

"Same thing you were trying to do." Gwen stated, "Rescue Ben."

"Against Dana Lyn? Are you insane?" He snapped, "I would have ran."

"Yeah well, it wasn't our choice. Ana wanted to fight." Gwen sighed and folded her arms, "So, um…what's your name anyway?"

The Necrofriggian shrugged, "Don't have one."

"Really? Everyone must have a name." Gwen replied, she looked him up and down, "I should save this for your 'Dad', but would you mind if Aunt Gwen named you?"

"Go ahead." He nodded,

"I like Owen."

"Why?" Kevin groaned, trying to lean up, "Because it sorta rhymes with Ben and Gwen?" He coughed and collapsed back down on the ground. Gwen gasped and ran to his side, "No, because it has a nice ring to it. Now don't try to move."

The boy smiled, "I like Owen too. Sure, my name will be Owen."

He walked over to the entrance to their cave, "We'll wait till the Ectonurites leave, and then we'll try and do some patch work on that ruins you crashed here in. We might be able to make something that will be able to fly you to the nearest planet for a new spaceship."

"And where is that?" Gwen asked,

"I saw one not too far from here." Owen stated, "Stopped by to rest my wings." He turned back to Gwen and Kevin, "Gwen, there is a small pool in the back of the cave. Go there and get Kevin some water."

"Ok." Gwen nodded.

Owen waited until Gwen was out of sight before walking over to Kevin, he bent down and whispered into his ear, "Uncle Kevin."

"Hm?" He replied weakly.

"This is important." Owen continued, "Things do not look good for you."

"I noticed." Kevin moaned, blood leaking from his mouth as he spoke,

"As things go now, we could be here a long time." Owen said, "And you don't have a long time."

Kevin slowly opened his eyes and stared at Owen, though the younger boy could tell that Kevin's eyes were not focusing on him. Owen sighed, "It won't take the Ectonurites long to find us here, and if we want to stay alive, we're going to have to travel a lot, and you cannot move."

"W-what are you trying to say?" Kevin coughed,

Owen hesitated before saying, "How much do you love Gwen?"

"More then I can say. S-She's everything to me." Kevin whispered,

"You love her enough to die for her?" He asked,

"Yes." Kevin tried to nod, but couldn't manage to raise his head,

"There is no pool at the back of this cave. I knew if I asked while Gwen was here, she'd never allow this." Owen stated, "But, if you want to give Gwen a fighting chance of getting off of this planet, we may have to leave you behind."

"I'm…w-willing to do that." Kevin sighed,

"Then hear me out. I don't want to do this but," Owen paused, "Do you want me to mercy kill you?"

"Mercy kill…" Kevin repeated, "I…I just want the pain gone."

"If we do leave you here in this cave, the Ectonurites will find you and possess you." Owen explained,

"I'd never…want…that too…happen." Kevin coughed, "Kill me."

Owen nodded, "I'll make it swift and painless. You won't feel a thing."

"And you'll…p-promise me you'll get Gwen safely off this planet?" Kevin asked,

"She's an Anodite. The only thing keeping her here right now, is you." Owen replied, "We'll fly off to rescue Ben afterwards."

"Sounds good." Kevin whispered, closing his eyes again. "Hm…death…doesn't sound so…bad…no…m-more…pain."

Owen sat up as he heard Gwen calling his name.

Gwen ran over to them, panting, "Owen!"

He tilted his head, "Hm?"

"I couldn't find the water, but I came up with an idea!" Gwen smiled, "We have some friends out fighting Dana Lyn. They're on her ship…"

A look of relief washed over Owen's face, "Thank you." He looked down at Kevin, "Thank goodness."

Gwen looked confused, but continued, "And, they have a mechamorph that can turn into a Ship to get us out of here!"

Julie had no idea where the control room was. All she knew was that Ana had left her to an important mission. With their bridge out, they could no longer fire at Ana's ship, and that would protect Kevin, Gwen, and Griffon. Ana's ship was designed for speed, and was not a heavy artillery warship like Dana Lyn's. She had no idea about outer-space travel, and how much damage a spaceship could take…she had to move fast. She couldn't help but feel that Ana had brought her so she could fight Dana Lyn, and Julie could do the rest.

Ship led the way, stopping every now and again to make sure she was still behind it. It cooed and turned a corner. Right, the bridge should be at the front of the ship…so if she followed this path, it should lead her right too it.

"Good boy Ship." She whispered.

There was a door at the end of the hall with a sign in an alien language Julie could not understand. She grabbed the handle, and slowly opened the door. Bingo. It was the bridge. She slipped into the room with Ship and hid behind a corner, just as a large explosion sounded in the distance.

Julie gasped in spite of herself as she looked out the front window. Ana's ship exploded in a ball of flames and fell towards the planet below. Julie's eyes widened as she watched the fiery mass fall. No…it can't be.

"Ship." She whispered, her bottom lip trembling. The mechamorph looked at her as if it knew was she meant. It wrapped itself around her and turned into armor. Julie felt safe and secure within her impenetrable armor, and stepped out of her hiding place.

"Master…that was fast!" The driver said, turning around. His face froze. He stared at Julie thoughtfully before shouting, "You're not supposed to be in here!" He pulled out a gun from under the seat and aimed at Julie.

Ship raised her arm. Julie clenched her jaw. She was too upset to stop him from killing the man. She allowed her pet to fire a laser right into the alien's chest. He fell backwards, limp over the controls. Several other aliens who were piloting the ship turned and attacked Julie. Her mind clouded over with grief and she started crying. Her tears blinded her vision as Ship moved her body, taking out one alien after the other until all of them lay on the ground at her feet. Ship removed himself from around her and landed at her feet smugly. It nodded its head and looked back at Julie for praise.

Instead, she fell to her knees as large tears fell from her eyes and into her hands. Kevin…Gwen…they were on that ship, and now it was gone. Ship nuzzled her head, and she nodded. "I know. We're here to take out Dana Lyn's ship."

"Ship…" Julie whispered, grabbing a one of the alien's guns, "Show me a trick…"

Dana Lyn threw Ana easily aside with one hit. Ana slid across the platform and grabbed the edge to stop herself from falling into the garbage below. She was bloodied and bruised from her fight, but the fire in her eyes showed her resolve to continue. She gripped the edge tightly with one hand, pulling the other up to get a better grip on the edge. The workers had cleared out of the room, they had all ran for cover. All that remained in the room was the Pyrothanatos and the Gotosapian.

Dana Lyn flicked her tail, and the garbage below them erupted into flames. She walked over to the edge, right in front of where Ana hang, "Now look at this. Now this is how it should be Anastasia. I am more powerful then you, and therefore, I win."

Ana smiled and pulled herself up hard, flinging herself into the air and flipping behind the other, long claws extending from her fingers, slicing four long gouges down the Pyrothanatos's back. Dana Lyn screamed and whirled around, swiping at the Assassin. Ana ducked and slipped away, missing Dana Lyn's claws by inches. She pounced to the other side of the platform, smoke rose up from the flaming garbage, circling around the two.

"That's your problem." Ana hissed, "You think power is everything. Well your wrong." She charged at the other, moving faster then the Pyrothanatos, slamming into her stomach and sending her flying across the platform.

Dana Lyn slammed against the far wall and started sliding down towards the garbage. She swore and used the wall to brace herself, pouncing up and grabbing one of the chains supporting them. She pulled herself up onto it, and pounced at the other, her long tail slicing the chain as she went.

The platform rocked dangerously, the far end tilting downwards. Ana felt her feet sliding and dug her heels into the platform. Dana Lyn jumped at the girl, twirling around so her tail whipped Ana across the face, leaving three scratches across her cheek. Ana growled and grabbed her tail, pulling her down and throwing her. Dana Lyn flipped around so her feet hit the wall, she pressed off of it and charged once more at the assassin.

Ana was ready. When Dana Lyn reached her, she reached out and grabbed her throat, tightly constraining the alien's sarcophagus. But, it was her who started coughing, not Dana Lyn. Blood sprayed from her mouth as she looked down. Dana Lyn's fingers were shoved into Ana's stomach, causing crimson blood to spill out over Dana Lyn's fingers.

Dana Lyn smiled as she pried Ana's fingers off from around her neck. "I told you, I win."

The two heard an explosion somewhere in the spaceship, and a red light went off in a corner. Ana smiled and laughed. Dana Lyn scowled darkly. The entire ship vibrated with the explosion. It rocked the other chain on the left hand side off the wall, causing the platform to fall vertically. Ana quickly reached out and grabbed the right side of the platform with her free hand, Dana Lyn gasped as she fell, holding tightly onto Ana's other hand. Ana winced as Dana Lyn's claws dug deeply into her wrists. She kicked hard into the other's chest, and Dana Lyn gasped as the wind was knocked out of her.

Ana felt her hands slipping with the weight of the two. But instead of falling, she heard Dana Lyn scream, and the weight disappeared. She looked down just in time to see Dana Lyn fall into the flaming garbage, a huge hole in her chest. Ana looked over at the far exit of the room, Julie stood there holding a laser gun in her hand, Ship wrapped around her shoulders.

"You okay?" She called.

"Great now!" Ana laughed, she pulled herself up so she was standing on the top of the platform, "Nice shot."

"Years of tennis." Julie sighed.

The two walked towards the garbage shoot at the back of the hall silently. Julie was too preoccupied with thoughts of her friends to even focus. She was even vaguely aware of Ana limping next to her, holding her stomach as it bled.

Finally Ana spoke up, "I can't BELIEVE what just happened? We totally sent Dana Lyn into the trash!" She laughed and threw her arms in the air, spinning around in a circle, "That was awesome Julie!"

Julie smiled, "Yeah, but you are so brave! You took on Dana Lyn by yourself? Kevin wouldn't even mess with her."

Ana's smile disappeared, "Yeah, well that kid was always a coward."

"What?" Julie asked.

Ana laughed, a huge smile appearing on her face once more, "You know what Yamamoto? You're alright." She patted the girl on the back, "Nothing phases you does it?"

"Not much." Julie agreed.

Something came through the wall in front of them, leaving a patch of ice where it slipped through. Julie knew that, she had seen Ben to it multiple times. She blinked twice as a Necrofriggian appeared in front of them.

"Anastasia and Julie Yamamoto?" It asked, "Please come with me. Your friends need help."

Julie and Ana looked at each other, before Julie stepped out towards it, "Where are they?"

"On the planet below." It stated,

"Anur Phaetos?" Ana asked wearily,

"Yes." It nodded.

"Why? What's Anur Phaetos?" Julie asked,

"Its…a bad place." Ana explained, "We'd better hurry."

Julie nodded, "Come on Ship."

It did not take them long to get out of Dana Lyn's broken spaceship as it drifted away into space, and back into Ship, following the Necrofriggian down to the dark planet below. They landed, and immediately Julie felt afraid. It was like walking into a nightmare. The crash site still smoldered, but the cold and Owen's ice had put out all the fires.

Owen landed on the ground, his wings folding around him, like a cloak. Julie was shocked by how much it reminded her of Ben - maybe because she hadn't seen another Necrofriggian besides Ben? She shivered and hugged Ship tightly. The destruction was so terrible, there was no way they escaped unharmed…

Ana froze. Julie slowed to a stop, turning around to look at the assassin. Ana's face was a look of pure alarm and shock, genuine fear. It scared Julie that someone so, well so Ana, would be scared of anything. She slowly turned around, her eyes wide.

"Ana?" Julie asked. But the Assassin did not respond. She leapt over a large chunk of the wing, and over toward the bridge of the wreck. Julie broke into a run after her.

Ana slowed to a stop, and fell to her knees. Julie gasped and stopped dead in her tracks a few feet away from where the other kneeled. She covered her mouth with her hand, trying not to throw up, shaking her head in dismay.

Ana knelt before the crumpled body of Griffon. She slowly picked him up in her arms, his large head fell limply back, exposing the burns over his chest. Ana's hands were shaking so violently, Julie was afraid she was going to drop the Gorilla-Man. She lowered her head into his chest, whispering a prayer. Surprisingly, there was not a tear in her eye.

"We should move." Owen whispered, "This area is crawling with Ectonurites."

But Ana did not move, she sat there, looking down at Griffon, shaking violently. Julie was afraid she was actually going to cry. Instead, the assassin lowered the Aracnichimp to the ground, laying the stubs that were left of his arms beside his body, and straightening out his broken legs. She moved a few large pieces of metal over top of him like a small tomb, before finally heading back towards Owen and Julie.

Julie reached out a hand and touched Ana's shoulder, but the assassin made no sigh that she even felt it. She took a deep breath "He was a good soldier. May he rest in peace."

Julie felt bad. Owen had said that her friends were at least alive, but…was Griffon the only 'friend' the assassin had? It was known that he was the only one she truly trusted, left all her appointment bookings to him, messages, driving, everything. She couldn't help but worry about her. If her only friend died, she wouldn't know how to take it.

Owen turned around and started off towards where the others waited, Ana steps behind him. Julie stood there for a few seconds. She started after them, but stopped and turned around to look at the make-shift tomb. She bowed towards it, and muttered a quick prayer before running to catch up with the others. Ana did not turn around once.

They stopped in front of a mountain, and Owen pushed the boulder out of the way, revealing a cave. He stepped aside for the girls to step through, then closed the boulder after them.

"Kevin!" Julie gasped. She went running to Gwen and Kevin's side. Gwen had managed to start a small fire, and they were nestled next to it.

"Julie!" Gwen gasped. The two quickly hugged,

"Gwen! You're head's bleeding!" Julie stated, looking at her hand after it brushed against Gwen's hair, "And your hairs gone!"

"Its short, not gone." Gwen said, "And I didn't notice it was bleeding."

"Do you have a concussion?" Julie whispered,"No." Gwen shook her head.

Gwen looked up at Ana, "And what happened to you?"

Ana did not reply, she was staring into the fire, bleeding onto the floor.

"She fought Dana Lyn!" Julie explained, "And we beat her!"

"Seriously?" Gwen asked,

"Yes!" She nodded.

Ana closed her eyes and took a deep breath, "Its not safe here." She pressed off the wall she was leaning against and walked over towards them. She was staggering as she walked, "We have Ship now. It would be wise before Dana Lyn comes after us, that we go somewhere where we can rest."

"Dana Lyn isn't dead?" Julie whined,

"Definitely not. If it was that easy to kill her, I would have long ago." Ana spat.

"Kevin needs medical attention." Gwen replied,

"We all do." Julie finished, looking from Gwen to Ana.

"There is a planet not to far from here." Owen restated, placing the ID Mask back on his face.

"Anadonia." Ana finished,

"Grandma is there." Gwen stated, "She'll help us."

"Are you sure you want to go there Gwen?" Julie asked, "They may not let you leave."

"They will." Gwen nodded, "And we don't have much of a choice now do we?"

"Come on." Owen sighed, reaching down to pick Kevin up, he easily kicked the boulder down, and stepped outside.

"Who is he?" Julie asked as she and Gwen straightened up,

"He's Ben's um, I'm just going to say son." Gwen replied,

"A Baby Chill?" Julie smiled,

"Well, not a baby anymore, but yes." She nodded,

"Why does he wear an ID Mask?" Julie asked,

"From what I've seen, he wants to look more like 'Dad'. I think he's got a bit of a Daddy Complex." Gwen smiled,

"Awe!" Julie giggled.

Owen smiled, overhearing their conversation. He sighed and looked up into the dark sky, "Yeah, and I would give ANYTHING to be human like him."

"Ship!" Julie called, "Let's get going."

"To Anadonia." Gwen finished.

* * *

Oh no! There is no Ben in this chapter…sorry Ben fans…this one is about the smaller guys who don't have a show named after them. Poor Ana…sorry for killing off your friend! …with this detour, its going to take them a lot longer then a week to rescue Ben… at least they have summer vacation so they don't have to worry about school… and Ben doesn't have to worry about…Mei's annoyances…for awhile…


	8. Chapter 8: Trouble

A/N: I'm tired…so sorry if anything is sloppy. For the lack of Ben in the last chapter, we will start this one off with him! And please don't hate me too much Rygel-n…I know your image of Ben doesn't work anymore…he's too skinny now…don't worry, its leading up to something.

* * *

CHAPTER EIGHT: TROUBLE

Ben groaned as he woke up. He looked over as the sun beamed through the window. It felt as if it was burning him, he closed his eyes against the blare and tried to roll over. Week four…and he already looked four months pregnant…Mei said that the moment an egg is ejected into a male, the egg starts to swell. She never said how big it would swell, or when the swelling would stop. All she said was that when the baby outgrew the egg, it would absorb the shell for its 'nutrients' and then begin growing in Ben's 'womb'.

It had been exactly a month since Mei last raped him, and left him like this. He looked over in the bed he was forced to share with her. She was gone, so she must be at school. He leaned up and felt sick again. Swearing, he pushed himself out of bed and ran to the bathroom, throwing up once again, what little he had in his stomach. He weakly held onto the toilet as he dizzily stared into the greenish sludge that he coughed up.

He pulled himself up from the toilet and stumbled towards the mirror. His reflection disgusted him. He wanted to break the mirror again, but thought better of it. Last time, Mei had slapped him across the face so hard he thought she liquefied his brain, he still had a fading bruise to prove it. Instead of starring at that skinny, pale, and sickly looking boy in the mirror, he left the bathroom and headed to the kitchen.

His cravings told him to have something crunchy, something with lots of batter and texture…but that did not exist on this planet. Everything was raw meat, except for those burgers Mei sometimes gave him. His stomach rumbled, he didn't eat last night again, not after seeing Mei slice the head off of their 'dinner'. He slunk down against the side of the fridge. Something didn't feel right…something was wrong…

Ben shook his head. No, it was just because he was hungry…he looked up at the freezer, if he dragged an oversized chair over, he could climb up and grab himself a burger. Mei couldn't punish him either for fear of loosing the baby. He smiled and pulled himself weakly from the floor. His body felt so heavy, as if there were weights tied to each one of his limbs.

He finally managed to pull a chair over to the fridge and climbed up on top of it. He opened the freezer, and there, hidden among countless multicolored meat, was the brightly wrapped burgers. He quickly grabbed one and jumped down. He sat on the chair and mercilessly ripped into the wrapper, taking a large bite of the burger.

And ran straight back to the bathroom.

He did not know how many times he threw up before he collapsed on the ground panting. He was terrified, not because he just threw up the burger he worked so hard to steal, but because of the feel of it hitting his stomach. It physically hurt! The moment the meat hit his stomach, it burned like he had swallowed acid. He bit his lip and crawled back to the bedroom, forcing himself onto the bed and collapsed.

Gwen gasped as she woke up. She leaned up so fast she felt dizzy. She looked around, she was lying on a makeshift bed, still inside Ship. She rubbed her forehead, someone had bandaged the injury on her head. She looked around, Kevin was lying next to her, his face deathly pale, but someone had bandaged up his injuries as well…he was nearly covered in bandages.

"Gwen! You're finally awake!" Julie gasped, running over to where she lay. Gwen blinked a few times, Julie looked basically unharmed, besides a bandage wrapped around her hand. Gwen nodded slowly, "Yes?"

Julie sighed in relief, "We were worried that you did have a concussion and slipped into a coma on us."

"How long was I asleep?" Gwen asked,

"Eleven hours." Julie replied, "How are you feeling?"

Gwen did not feel like answering that. Instead she looked around the small cabin, "Where is Ana?"

Julie nodded to the far side of the cabin. "Over there, talking to your grandfather about where your grandmother lives. Shockingly, she had a lot of stuff hidden within her trench coat, like these bandages and a walkie-talkie thingy that can connect straight to the Plumbers headquarters on earth, no matter where it is in the universe."

"And Grandpa Max is staying at Mt. Rushmore until we come back…" Gwen whispered, "Hang on…"

She jumped up, ignoring Julie's comments about resting and not moving too fast. She hurried over to where Ana stood. The Assassin was confirming coordinates with the person on the other side of the walkie-talkie, and Gwen was sure it was Grandpa Max. Ana looked so tired…her pale skin somehow looked even paler, but besides that she looked normal. She was not wearing the trench coat anymore, and she had removed the corset from around her middle. The white shirt frilled down around her middle, open to reveal a black lacy bra, and thick bandages wrapped around her middle, and a golden chain that must have been hidden under her shirt, it held a locket with red monograms spelling, 'RL'. Gwen noticed as Ana turned towards her that she was also covered in bandages and gauzes. Somehow, she had been too preoccupied with Kevin's welfare to notice the others.

"Ok, so we're clear. She will know we're coming? Thank you." She saw Gwen standing there and smiled, "Oh! Your granddaughter is awake now. Yes? You want to talk to her?" Ana nodded, seemingly to forget that Grandpa Max cannot see her through the phone. Ana grinned and handed the phone to Gwen, "Its for you!"

Gwen slowly reached out for the walkie-talkie, "Grandpa?"

"Gwen. Thank goodness. I was so worried." Grandpa Max sighed, "Are you alright?"

"I'm fine Grandpa." Gwen replied, "How are you doing?"

"Tired." And he sounded it, his voice sounded so weary over the phone,

"Well get some rest. We're fine now." Gwen ordered,

"Say hello to your grandmother for me, will you?" Grandpa Max asked,

"I will Grandpa…um, we're going to be longer then we first thought." Gwen stated,

"I know. But its only the middle of summer vacation." Grandpa Max said.

Gwen gritted her teeth, already? Seriously?

Grandpa Max continued, "I told your parents that I took you and Kevin on another summer trip to get your mind off Ben. It was the only thing I could think of short notice about your disappearance."

"Thank you Grandpa." Gwen breathed a sigh of relief. She was worried about what her parents would do when she went missing as well.

"If your not back before a week to the end of summer vacation, I will tell them that we're having some problems with the Rustbucket and may have to stop for repairs." He promised,

"I owe you one, Grandpa." Gwen nodded, also forgetting he couldn't see her,

"Just get Ben back, and we'll call it even."

Gwen's eyes watered up, "I will Grandpa…I promise."

"And, be safe. Get back in one piece will you? I love you."

Gwen felt her herself crack up, large tears spilled from her eyes and her voice broke as she spoke, "I will…I love you too Grandpa. Bye."

"Bye dear." She could tell by his voice that he was cracking up as well.

As Gwen hung up the phone, she couldn't help but wonder how he must feel. He was an Ex-Plumber, used to being out there helping people, not sitting back and waiting. It must be harder on him then anyone else…

Ana smiled, though her smile was tired and sad, "You have a nice family."

Gwen nodded, "Yeah."

Ana leaned against the wall behind her and slid down, folding her legs and wrapping her arms around them, "Must be nice. My family was never like that."

Gwen jumped. She felt shocked, Ana never opened up, never spoke how she was feeling. She usually had such tough guards up that Gwen thought must be normal for her type of alien. But, as she looked at her now, her expression looked more then human. Gwen walked over to her and sat down, leaning against the wall as well.

Ana looked down at the ground, "My parents…they always used to fight - over everything. And then, my Dad would get drunk and get violent." She fiddled with the locket, and Gwen craved to know what was inside it. "Apparently, my mother was not faithful to my Dad. That's how me and my brother were born."

"You have a brother?" Gwen asked,

Ana looked down at the locket, tracing the initials with her thumb, "Had a brother." She looked up, avoiding Gwen's face, "But…he disappeared, shortly before my parents got divorced. It's the main reason I became what I am, so I could find him."

"Did you ever find him?" Gwen asked stupidly,

A small smile stretched across Ana's face. She closed her eyes and clenched the locket tightly in her fist, "Yes."

"Then why?" Gwen asked,

"Why am I still an Assassin and not with him?" Ana snorted, "Because by the time I found him - it was too late." She finally looked over at Gwen, and Gwen was shocked to see those large eyes of hers tearing up, "I guess he got into a life of crime, and wound up in jail."

"Really?" Gwen asked, "But aren't you an assassin, wouldn't that not bother you?"

Ana shook her head, "It didn't. I busted him out of there. But…well he's a lot happier now without me around." She smiled, "He has friends now, people he sees as family. He doesn't want to remember his past, and therefore, he doesn't need me. He's an adult now, he can protect himself."

She fell silent, looking down at the necklace.

Gwen felt a little numb. She looked over and said, "Ana…that locket, what's inside, who is RL?"

Ana did not respond, and for a while, Gwen regretted asking, but instead of letting the question hang in the air, Ana flicked open the locket, revealing a picture. It was a picture of a woman and a man, each holding a young child, the kids must have been twins.

"This?" Ana smiled thoughtfully, "This is a locket that belongs to a dead girl. A girl who no longer exists…carrying a phony picture of her sitting there with a make belief happy family." There was something about her tone that burned Gwen's ears. She held out her hand, "May I see it?"

Ana nodded and pulled the locket off her neck, handing it to the Anodite.

Gwen carefully handled the necklace. The golden locket shone in the green light glowing off of Ship. The woman had black hair, and the man had completely blond hair. The two children they held looked almost identical to their mother, both with black hair and black eyes. They were human, or at least they looked human. They looked forcefully happy, like there was someone behind the camera telling them all to smile, but behind the smiles, the boy looked angry, and the mother had tears in her eyes. Gwen closed the locket and traced the initials, RL…She wondered if it belonged to the mother, or the daughter. She handed the locket back silently. Ana thanked her and slid it back on her neck.

"That girl must remind you of you and your brother…that's why you're keeping it right?" Gwen asked,

Ana smiled and stood up, "Sure." She walked off. Gwen stood up and followed her.

Ana walked over to where Julie and Owen sat, "We're almost there. Prepare to land."

"Do you want me to leave?" Owen asked, "I don't think I'll be welcome on Anadonia."

"Nonsense!" Gwen snapped, "I bet Grandma would want to meet her great-grandson."

Owen shook his head, "Anodites aren't really known for their hospitality, plus, they hate Necrofriggians."

"He's right." Ana stated, "They do hate Necrofriggians."

"Ana!" Gwen snapped,

"It's okay Aunt Gwen." Owen smiled, "I don't want to wait here for you to recover anyway. I'm going to continue following Dad's scent and find him."

"What if you run into Dana Lyn?" Gwen replied.

"I'll run. Anyway, she's probably after you, she's never seen me." Owen shrugged, "Right now, I just want to rescue Dad."

Gwen nodded. She reached out and hugged Owen, "Be safe…"

"I will." He nodded,

"Will I ever see you again?" Gwen replied,

"Yes. I'll be with Dad when you come to pick him up." Owen nodded, "I promise."

"Good." Gwen nodded.

"Hurry up, we're about to enter Anadonia's gravitational field." Ana snapped.

Owen nodded and turned away from them. He pulled the ID Mask off his face, turning back into his Necrofriggian form, before taking off through Ship, and out into outer space. Seconds later, Ship started to rock violently. The Mechamorph called out against the friction of reentry, but Julie sat there, saying comforting words to her alien dog. Gwen ran to Kevin's side and held him as the rocking threw her off her feet. Ana walked over to the front of Ship and started giving directions, leading him where to land. She watched as the purple land beneath them came into view, and then a continent formed, before finally a city appeared beneath them, and she directed Ship towards a suburban area full of mansions. She ordered him down in front of a large white one.

As soon as Ship landed, he opened the door, and they walked out, an Anodite came rushing out of the house and threw her arms around Gwen, her long glowing hair flowing behind her.

"Grandma Verdona." Gwen smiled,

"My look at you!" Verdona laughed, her sleek purple body shivered with delight, "Your so grown up! Max told me everything." She turned to a male Anodite, "There is an injured man on that spacecraft. Carry him inside."

The Anodite nodded and walked off towards Ship, as soon as he carried Kevin out, Ship transformed back to his original form and came hopping over to Julie. She scooped him up as Verdona led them inside.

Gwen looked around, "Um, Grandma Verdona, where are the stairs?"

Verdona smiled and turned around to look at Gwen, "There are no stairs dear. We Anodites can float, so we have no need for them."

Julie looked around the mansion, it was extravagant. Though the lack of stairs made it look rather interesting, the doors from the second floor opened up into the large front entrance, it made the room have an almost fantasy feel too it. "Wow…"

Verdona turned towards them, "I will personally take you all to the informatory. We will start healing you all right away."

Gwen felt relief pass over her, "Thank you Grandma."

Verdona smiled, "Oh don't worry, you're going to pay me for this."

"But I don't have any money." Gwen complained,

"I don't want money." Verdona shook her head, "All I want is to train you."

"Grandma." Gwen snapped,

"Hear me out." Verdona continued, "I want to train you until your friends recover, so that if you run into Dana Lyn again, you may have a fighting chance. I want to teach you a few things, like flight and Matter Control."

"Just until Kevin can move?" Gwen questioned,

"Yes." She agreed, "I'd hate to see a young Anodite die because she refused to learn the basics."

Gwen nodded, "Ok. Thank you Grandma."

TWO WEEKS LATER

Gwen stepped out of the shower, she felt exhausted. Verdona's training style was more like boot camp then anything else. But then again, it had only been two weeks, and she had already mastered flight. It was the Matter Control, manipulating objects to do as she pleased, that was tricky.

She sighed, time to go visit Kevin, she usually did after training. She walked up to the informatory. It would be really nice if today was the day he woke up. It had nearly taken a week just to get him stabilized, and twice his heart stopped beating. But the Anodites knew what they were doing, they kept him alive and after all hope seemed lost, they got him stabilized.

She walked up to Kevin's room and froze. Verdona had him placed in his own room, with a glass wall that opened up into the hallway so the doctor's could keep an eye on him. Through the glass Gwen saw Ana sitting with him, she had her legs folded up again, and her arms wrapped around them, like that day on Ship. She had such a lost expression on her face that Gwen felt sorry for her. She seemed to be saying something to Kevin, even though he was still unconscious, and through the glass, Gwen couldn't hear what she was saying, but her expression said that she was telling him something that was very hurtful to her. Gwen slipped away, deciding not to disturb them. She guessed that Ana needed to get something off her chest, maybe she was still hurting from Griffon's death down on Anur Phaetos? Something told Gwen otherwise though, it was just, the look on the Assassin's face was deeper then the loss of a friend…

She sighed and went off to find Julie.

Ben screamed out in pain as he clenched his enlarged belly. He had no idea what happened, one moment he was standing there in the living room, the next he was on the ground in agony. He wound his fingers through the shag and groaned as Mei ran to his side. She lifted his head onto his lap, "Honey what's wrong?"

Ben opened his mouth, but no sound can out. He felt his eyes roll back into his head against the pain.

Mei picked him off the floor and placed him on the couch, Ben almost wished she hadn't, the couch was less comfortable then the shag. He gripped her arm tightly as she placed him down, seemingly unable to let go. Mei wrenched his hand away from her and looked down at him with interest. Ben closed his eyes, this was not the first time this happened. Usually though, thank goodness one of these fits happened while she was at school or out on a walk. That way he could avoid this coming conversation.

"Ben?" Mei asked.

Ben gasped and leaned up, looking her in the eyes, "Mei…I-I need a doctor."

"Doctor? What's that?" Mei asked,

Ben stared at her in agony, his eyes wide in shock as the pain started to recede again, "A-a doctor…someone you go to when your hurt or sick."

"We don't have such things here. People who are weak die." She shrugged, "I heard that people who are pregnant are more prone to illness. Let's hope your not sick."

Ben just stared at her in shock. He shook his head, "Then take me to a planet where there is a doctor! Mei…please…it hurts…"

Mei shook her head, "If your sick, you die. That's the way things work. Too bad too, because I wasted a lot of money on you."

Ben took in a sharp breath, "Mei…I'm not sick."

"What?" She sounded excited.

"Human men aren't supposed to get pregnant." Ben said, trying to keep his voice steady, "I was Big Chill through most of my last one…"

"And?" Mei asked,

"I-I think my body is rejecting the egg." Ben moaned, letting his head fall back on the hard couch, "Like the egg poisoning you get…I'm rejecting it…I need a doctor."

Mei folded her arms, "If your rejecting my baby, the doctor would only remove it right?"

Ben scowled at her, what happened to not knowing what a doctor was? He closed his eyes.

Mei shook her head, "If you loose this baby Ben, I will kill you."

Ben just looked at her with shock, his green eyes widened and he opened his mouth, but no sound came out. He just watched her stand up, and walk away.

Gwen finished her training early today. Verdona had something she had to do, so she let Gwen go early. She floated up towards the informatory, there was no need for a shower after her training today, she did not even break a sweat. She went straight for Kevin's room, feeling guilty that she did not visit him yesterday. She opened the glass door and walked in, he was still lying there, not moving. Gwen sighed and sat in the chair next to his bed, the same one Ana was sitting in yesterday, "Hey Kevin."

His face was scrunched, and his hands were balled into fists. By the way his eyes were twitching under his eyelids, she knew he was dreaming. She reached out and grabbed his hand, wincing at how cold it was.

"R-Ravin…" He muttered in his sleep.

"Ravin?" Gwen snapped. She glared at Kevin as he muttered some unknown girl's name over and over again in his sleep. She stood up and folded her arms, "Oh when you wake up you are SO telling me who this Ravin is."

"Did you want to find out?"

Gwen whirled around, "G-grandma Verdona?"

Verdona walked into the room, well, more like glided into the room. She stood beside Gwen and looked down at Kevin's sleeping form, "It was a trick I wanted to teach you anyway."

"Trick?" Gwen asked,

"To see into people's dreams." Verdona explained, "it's a useful trick, and the best way to get to know someone."

Gwen nodded, "Alright."

Verdona placed a hand on Kevin's head and closed her glowing purple eyes, with her other hand, she grabbed Gwen's.

Gwen gasped as the world faded around her, and just like a dream of her own, she watched Kevin's dream unfold around her.

* * *

A/N: Got to go to work, so leaving it here. I'll continue when I get home.


	9. Chapter 9: Ravin

A/N: Sorry for leaving off at another cliff hanger - I HATE THOSE! But I had to work, it was my first day back at work.

Apparently, Rygel-n watched Alien Swarm, and wants me to add Elena, but in my original idea, I didn't even know she existed yet, so she's not there. I haven't watched Alien Swarm yet, so what do you think? Should I add Elena or not? Because this is two years later, so they already went through the Alien Swarm movie, I guess? Anyway, if you want, leave a response with your answer. If I don't get any, I won't add her.

And I did say this was Mature right? This chapter is rated M, and not for sexual reasons. Use of Alcohol, spouse abuse, and child abuse.

(I was totally listening to Concrete Angel while writing this)

* * *

CHAPTER NINE: RAVIN

A little girl crouched there in front of Gwen, she wore a pure white lacy dress, her long black hair draped over her shoulders, and she looked afraid, crouched down with her head hidden under her arms. She cried silently, clenching her hair in her little fists.

The rest of the world solidified around her. Gwen looked around as an old house appeared around her. Everything was metal and gray. It was a mess, papers everywhere, and garbage littering the counters and dishes piling up in the sink. A single light swung from the roof, casting off the only light in the room.

Two people solidified across the room, but they did not seem to see her. They were fighting. The woman was yelling at a man who stood there shouting back, clenching a wine bottle tightly within his hand. Gwen gasped as he raised his other hand and threatened to punch the woman. The daughter let out a small whimper.

"You're going to hit me? Is that it?" The woman screamed, "What kind of man-animal are you? Not getting your way so you turn to violence? But then again, I always knew you were primitive."

"Shut the FUCK UP woman!" The man slurred through the alcohol. He actually lashed out and struck her across the face.

The woman gasped, fighting back tears, "How dare you! Whatever happened to, 'I'll never hurt you'!"

"That was before you cheated on me you fucking slut." He coughed, he slammed the wine bottle so hard down onto the table the glass broke, sending the red liquid all over the floor,

"I TOLD YOU THAT WAS AN ACCIDENT!" She screamed, ignoring the liquid as it sloshed over her feet, "I already said sorry!"

"Oh yeah, your sorry." He said, grabbing onto the table for support, "And yes, taking off your pants was a complete accident."

"I was drunk." She countered.

Gwen looked down at the little girl as those two fought. This all seemed vaguely familiar to her. She looked at the little girl thoughtfully. It finally clicked, this little girl was the girl from Ana's locket! The little girl that sat on her teary-eyed mother's lap. What was she doing in Kevin's dream?

She walked over to the girl and reached out for her, but her arm only went through the girl. She gasped, before realizing, "Right…I'm not part of the dream."

The cracked door behind her burst open, and a boy came storming in. The woman and man stopped fighting and looked over angrily.

"Where the hell have you been?" The father slurred,

"Is it any of your business?" The boy snapped, "What the hell is wrong with you two?"

"We're your parents." The Mother replied, trying to keep her tone under-check, "Do not speak to us that way."

The boy looked down at the little girl crying, still hidden behind the counter, "Parents don't attack each other before their kids." He walked over to where the girl hid and pulled her gently to her feet. His harshness seemed to fade as he reached the girl. "Come on Ravin, we're going."

"G-going where?" The girl hiccupped, there was pure admiration in her eyes as she looked at her brother,

"Anywhere, as long as you don't have to listen to those bastards." The boy said loud enough for his parents to hear.

"Kevin Levin! Get your ass over here right now!" The Father bellowed,

"Why?" Kevin snapped, "So you can strike me and beat me down as 'punishment' again? Forget it."

Gwen froze. That black haired little boy, that was…Kevin? Right…it would only make sense, this is his dream after all. Relief washed over her, despite the sickening surroundings. That means that this girl is Kevin's sister, Ravin Levin, not another girlfriend…

…it also meant that Kevin had a twin sister! Gwen's heart raced as Kevin grabbed Ravin's hand, and led her away from the adults. The father made a move towards them, but in a drunken' stupor, stumbled over his feet and fell. The girl looked back in fear as Kevin dragged her out the door.

"Where are we going brother?" The little girl said, her voice starting to cheer up, she whipped the tears from her face with her sleeve.

Kevin smiled and turned towards her, helping her clean her face, "We're going to go get some food."

"You're stealing again?" She hiccupped,

"What else can we do? That bastard spends all our money on booze, and I don't see Mom actually feeding us anytime soon." Kevin shrugged, "If we want to eat, we steal. And I will not see you starve."

Ravin clung onto Kevin's arm, "Brother…"

Kevin smiled, "Here, wait her, I'll be back."

Gwen stood there, watching Kevin walk off, leaving Ravin waiting there. The little girl clenched her skirt, looking lost as her brother disappeared. He wasn't gone long, he stole a loaf of bread and a few apples and returned. Gwen was guessing he didn't have his powers yet.

"Happy birthday Ravin!" He laughed, handing her an apple,

"Its not our birthday?" She asked, accepting it graciously,

"I know." He smiled.

She looked down at her apple, tears coming to her eyes again, "Brother…"

"Hm?" Kevin replied through a mouthful of bread,

"I'm scared." Ravin cried.

Kevin's face sobered, he turned to Ravin and held her head in his hands, gently stroking her cheek with his thumb, "Ravin. Don't you ever be afraid. I'll be here to protect you, forever."

Ravin slowly nodded, "Please Brother…don't ever go away."

Kevin smiled weakly, he reached over and hugged her, "I won't go anywhere. And besides, someone needs to protect you."

Ravin's lip trembled as she hugged him back, "But who will protect you?"

"I can protect myself." He promised, "I've started to learn some cool abilities…I think if I keep practicing, I'll be able to use them to help us - to help you."

Ravin tilted her head, "abilities?"

"Yeah. I don't know what it is, but its like, I can absorb energy! I don't know what else yet, but I'm going to keep practicing." Kevin nodded, "Here! I'll show you!"

He pried Ravin off of him and sat her down on an overturned barrel. He stepped back and held out his hands, "Ravin Eva Levin! Prepare to be amazed!"

Ravin smiled and folded her hands, ready for whatever her brother had to show her. Kevin smiled, "On my way back, all I had to do was touch this Neon light, and I can do this!" His hands glowed. Ravin gasped as she saw electricity sparks jump from Kevin's fingertips.

"How'd you do that?" She awed,

"I don't know." Kevin shrugged, "But I'm going to keep practicing. Maybe some day I can use this to my advantage?"

Gwen had never seen Kevin's face so alive, so carefree. He was usually serious and his humor was only directed at either being mean, or sarcastic. Here, he was trying his hardest to make Ravin happy, his eyes glowed with determination, as if he made it his life goal to make her happy. Gwen felt a weight on her chest, what happened to cause Kevin to join a gang by himself, when here, it looked like all he wanted to do was be with his sister?

"Can I try?" Ravin asked,

"No, you don't need too. I'll protect you." Kevin shook his head.

Ravin stood up and skipped over to him, "I want to learn too. Teach me Brother! We're twins, so I must have this power too!"

Kevin smiled, "Alright, let's go find a light bulb or something. Its not too hard to find one in New York."

The scene around them changed, and Gwen watched helplessly as the two little children faded away before her. They were back in the Levin household. But this time, the mother lay on the ground, sobbing, beaten black and blue. Her bruised face looked down in shame at the ground.

"So now you're telling me they aren't my kids?" He screamed. He looked over at the dirty kitchen table, where nine-year-old Ravin sat. She seemed to be working on something, maybe homework? There was a Disney Princess bag that Kevin must have stolen for her sitting at her feet, her black hair draped over her shoulder. She looked over at her parents in shock.

The father threw his beer bottle at his wife and she screamed as it hit her side. He walked over to the girl, grabbing her arm roughly and pulling her from the seat. She gasped in pain and shock as he violently pushed her against the counter. "Are you telling me this is not my daughter?"

"Please Ethan!" The mother sobbed, pulling herself to a sitting position, "It was an accident."

"You keep saying that, but these bastards are living proof of your sin. How many times did you sleep with him you whore?" Ethan yelled, "Tell me Tamera!"

"Just once! I promise you!" She sobbed,

"Just once?" He repeated, stumbling into Ravin. He pulled himself back, holding onto the counter behind her for support, "And how many times did we try 'my dear'? And nothing? So how many times did you try with that man?"

"I just wanted a baby." She cried, "And you wouldn't give me one."

"So NOW THE TRUTH COMES OUT!" He bellowed, He turned to the girl, "So this is not my daughter."

"She is! You raised her!" Tamera cried,

"None of my blood runs through her veins." His voice slurred when he spoke.

Gwen wanted to run at him and rip his head off, but there was nothing she could do…

"Ethan don't!" Tamera cried,

"Shut up you whore!" He yelled, he placed his hands on Ravin's flat chest, "Then its not a sin if I do this." Ravin cried out and tried to struggle back, but she was so weak compared to the larger man. He reached down, "Or this…" He kissed her on the lips. She squealed in disapproval, crying loudly.

"S-stop it Daddy!" She cried,

"Shut up you little bastard!" He replied, grabbing her hair, "I'm not your father remember?"

A bolt of electricity hit him square in the back. Ethan called out in pain as it electrocuted him, he fell backwards. Gwen turned around as she saw a nine-year-old Kevin, wearing all black, with heavy bags under his eyes. He already looked like a thug…

"Get your drunken ass OFF her scumbag!" Kevin shouted, he ran over and started kicking Ethan, as hard as he could in the stomach.

"Kevin!" Tamera gasped.

"Brother s-stop." Ravin cried.

Kevin turned towards his sister, pulling her away from their father, "Did he hurt you?" His angry tone had completely vanished when he talked to her. Ravin shook her head. He nodded and turned back as Ethan climbed to his feet.

"W-what the fuck are you?" He gasped, shaking as he held onto the table. He looked at Tamera, "What the hell did you spawn?"

Tamera did not respond, she was looking at Kevin in fear.

Gwen feared what would happen next.

"That's right." Kevin smirked, "I guess I'm a mutant." Ravin knew he only guessed this. He did not even know what he was. But Kevin would never let his parents know that. He stood there protectively in front of Ravin, his hands glowing with electricity.

"A mutant?" Ethan repeated, "You're a monster!"

"I guess I am." Kevin shrugged, "But then again, so are you."

"GET OUT!" Ethan bellowed, "I will not have a monster with no ties to me under my roof!"

Tamera climbed to her feet and grabbed Ravin, pulling her away from Kevin, her arms protectively around her.

"Don't you DARE pretend you care about her now." Kevin shouted, looking at his mother in disgust, "You've never cared before." Tamera looked away.

"GET OUT!" Ethan repeated, throwing an empty beer bottle at Kevin.

Kevin snarled at his father, his face twisted with hatred and rage, "Oh I'll get out old man. But Ravin is coming with me." He looked over at his sister, holding out her hand,

"B-brother…don't go." Ravin cried, "Mommy and Daddy…they need our help."

"They don't deserve help!" Kevin shouted. Ravin flinched back.

Kevin stopped, realizing he just shouted at his beloved sister. He lowered his hands, "Ravin…"

"Brother." She went to step towards him, but Tamera held her back. She turned towards her mother, "I want to go with Brother!"

"No dear, don't look at him." Tamera cooed. Ravin pushed herself away from her mother and ran towards Kevin.

Ethan growled in rage and reached for the kitchen knives in the sink. "I'll never let you join that monster!" He grabbed them and chucked them towards Ravin…

"NO!" Kevin shouted, jumping forward…

…and everything faded.

Gwen jumped back in shock. Kevin sat up in the bed, looking at Gwen with dark, solemn eyes. Verdona was nowhere to be seen, so was she the one reading his dreams after all? Gwen felt tears spill from her eyes, and the grabbed Kevin tightly, sobbing into his chest.

"You know, its rude to go into someone's mind without asking." Kevin whispered, he wrapped his arms around her, "Good morning by the way."

"I had no idea." Gwen sobbed, "I'm sorry Kevin."

Kevin looked away from her, staring at the far wall, "Yeah."

"What happened?" Gwen asked, shielding her face in his chest,

"To Ravin?" Kevin sighed, "She got stabbed, but I managed to take her to the hospital just in time…and then I did what I thought was right. I left her there." He shook his head, "I told the doctors what a terrible home it was, and how it was her father that hurt her, and then I disappeared. I knew they would put her in a foster home, somewhere where she could find a loving family. But I thought…I couldn't get my parents words out of my head. I was a monster, and I did not belong with a family. I couldn't, deep in my heart, I knew that I was too involved in the street, I was too wrapped up in theft and violence that I just couldn't fit in with a normal life…everything I knew was there…I knew nothing of a normal household. Ravin was different, she was smart, talented, special in every way. I knew she could learn to live in a normal home."

"You really loved your sister." Gwen whispered,

"Yes." Kevin nodded, "I was a different person back then though. She was…my only link to humanity." He shook his head, "But things are different now…actually, thinking about it, I guess the best thing that ever happened to me was meeting Ben, only a few years after I left my parents house. I have friends now that care about me," he hugged Gwen tighter, "And a hot babe that loves me."

Gwen froze, "S-say that again?"

"A hot babe that loves me?" Kevin asked,

"No…the first part." Gwen pushed herself off of Kevin, "Sorry Kevin…I know you just woke up, but hang on."

She turned and dashed from the room. Ana's words while they traveled in Ship just wouldn't leave her head…

…My parents…they always used to fight - over everything. And then, my Dad would get drunk and get violent…

Gwen gritted her teeth and floated from the informatory and off towards the bedrooms. Each one of them were given their private room within Verdona's house.

…Apparently, my mother was not faithful to my Dad. That's how me and my brother were born…

…He disappeared, shortly before my parents got divorced. It's the main reason I became what I am, so I could find him…

Gwen landed gently on the floor, and ran towards the assassin's room.

…Because by the time I found him - it was too late…guess he got into a life of crime, and wound up in jail…

The Gang…the Null Void…could it be? She finally reached Ana's room and opened the door.

…I busted him out of there. But…well he's a lot happier now without me around…He has friends now, people he sees as family. He doesn't want to remember his past, and therefore, he doesn't need me. He's an adult now, he can protect himself…

Gwen looked down almost amazed. Ana lay asleep in the bed. She had never seen Ana sleep. She guessed it meant that the assassin trusted them enough to finally sleep. But that wasn't the only thing that amazed her. On closer look, it wasn't Ana in the bed at all, it was a human girl.

An ID Mask sat on the table next to her, along with the locket that said RL…

The girl in the bed had long black hair, and her slender human face slept peacefully. Her eyes fluttered awake, revealing normal human black eyes…

…she looked like a female Kevin…

…This is a locket that belongs to a dead girl. A girl who no longer exists…carrying a phony picture of her sitting there with a make belief happy family…

"Ravin Eva Levin." Gwen said sarcastically, folding her arms, "Correct me if I'm wrong Ana."

The girl lowered her head, "I knew I should have locked the door." She reached for the ID Mask, but Gwen grabbed her hand. Ana looked up in shock.

"When we first met you, you said you had heard a lot about Kevin." Gwen snapped, "Why didn't you tell him you were his sister?"

"One, he'd never believe me." Ana replied, looking down in shame, "And two…I don't belong in Kevin's life now. 'Ravin Levin' is dead."

"That's not true!"

Both girls jumped. They turned towards the door. Kevin stood in the doorway, panting heavily, his bare chest moving deeply against the bandages.

"Kevin!" Gwen gasped, running to his side. He barely noticed she was there, his eyes were solely on Ana.

Ana and Kevin looked at each other, and then Kevin smiled. He threw back his head and laughed. Both Ana and Gwen looked at him as if he had gone crazy. He gently pushed Gwen away and walked towards Ana, sitting down on the bed next to her, he looked her in the eyes mockingly, that sarcastic smile that Gwen loved so much was back on his face. He shook his head, "If I knew you'd become a Universe-Known Assassin, I never would have left you there."

Ana scrunched up her face, even like that, Gwen was angry at how pretty she was without the ID Mask, "You never should have left me in the first place. Honestly, did you really think I could just move into a family and everything would be alright? I had no idea how a family would work either."

Kevin's smile disappeared, "I'm sorry Ana."

She smiled and looked away, folding her arms defiantly, "You should be. For this, I'm adding it to your total - Brother."

Kevin deflated, "R-really?"

Ana looked over at him, "Even though you now know…when we are in public, I must stay as 'Ana', if anyone knew I had family…"

"I know, it would be an unnecessary risk." Kevin agreed,

"I have many enemies." Ana explained, "All that would love to come after you. Including Dana Lyn."

Kevin looked serious, "Yeah. That would not be good."

Ana stood up, grabbing the ID Mask and placing it on her face, her true form once again behind disguised by 'Ana', "Well your up and in motion again. Shall we find Verdona and arrange a spacecraft to get us the rest of the way to Demetrious?"

Kevin nodded, "Gwen?"

"I think by now she'd be in the garden." Gwen agreed, "I'll go get Julie and Ship."

"A spaceship?" Verdona argued, "But you just got here!"

"Grandma…we really appreciate all that you've done for us, but we really have to go save Ben. Owen is already on his way there." Gwen argued,

"But Kevin isn't fully recovered yet." Verdona whined, "You mustn't leave unprepared."

"But Ben's out there somewhere, and he needs us. I can feel his life presence dimming."

Julie bit her bottom lip, "Please Ms. Verdona."

Verdona shook her head, "There is just no reasoning with you! Who did you get your stubbornness from anyway Gwen?"

Gwen placed her hands on his hips and raised an eyebrow.

Verdona smiled, "Oh right, me. Well whatever. If you must leave immediately, I will get some of my men to start building you a spacecraft. It won't long."

"Isn't there one fully operational we can take now?" Kevin countered,

"Of course not." Verdona waved him off, "We Anodites don't need spacecraft to travel, we can teleport anywhere, as well as breathe in outer space."

"How long will it take?" Gwen asked,

"If we start immediately, and where from two to four weeks." Verdona said dartingly,

"We don't have a month to waste!" Gwen argued,

"Its either that or nothing darling." Verdona's smile was wicked, she knew she had won.

"We could take ship." Kevin offered once Verdona left to make preparations for a ship to be made.

"Ship is exhausted from flying us all the way here." Julie replied, carrying her alien dog, "He can't seem to transform right now…he needs rest."

Gwen sighed, "Grandma is right, there is not much we can do until a ship is ready."

Ana smiled, "Then lets make the most of this time. Gwen, get as much training in with Verdona as possible, see if she can teach you teleportation, and Kevin and Julie, I'm going to train you."

She folded her arms, "Kevin, you and I are half alien, thankfully we have our human appearance, though our alien powers. You're not a mutant, you're an Aufnehman - well, half Aufnehman at least. We are a race of super-powered aliens who draw our strength from the world around us."

She placed her hand on a tree, and absorbed the wood, letting it coat her hand. She let the wood return to the tree around them, "From solid substances…" she held her hand out into the air, and suddenly it went completely see-through, "To even the air you breathe. Once you get good at your power, you can even move like the wind, fast, agile, anything you want."

Kevin grinned, "Cool. So you're going to train me?"

She nodded, "And Julie. You Can't always rely on Ship. I'm going to train you how to fight."

Julie nodded, "Yes."

Ana laughed, "Right. So everyone break for lunch. But be prepared. I'm going to have you all masters by the time the ship is ready."

By now, the pain had gotten so bad that Ben could not even move. He couldn't eat anything, anything he tried burned in his stomach. Mei came in every once in a while and gave him some water, that was about the only thing he could get down. He didn't know if it was the pain, or the starvation that caused his weakness, all he knew was that the only words he had muttered in the last few weeks was for Mei to get him a doctor. Of course, she'd have no such thing.

"You've got a fever." Mei frowned, removing her hand from Ben's head. "I'm starting to get worried."

"Then…please…doctor…" Ben panted, he was so hot, everything about his body burned, he wanted to throw up, but there was nothing in his stomach…well, that wasn't entirely true…

He raised one thin arm up to stroke his enlarged stomach. Sweat rolled off of him as he tried to look over the enlarged mass, but he couldn't. He allowed his head to fall weakly onto the pillow with a moan. Mei didn't seem to hear him. She sighed and climbed out of bed, "I have to go to school now."

She walked across the room, pulling on her boots, "Oh and please, be alive when I get back. I want to be here when the egg hatches." Ben tried to respond, but was too weak.

She blew him a kiss, and jumped out of the tree.

Ben lay there, he felt so weak, so tired…something told him that this was it. If he fell asleep now, he would never wake up. He lifted the sheets covering him, trying to cool off. He could see the blue veins through his pale skin crisscrossing over his stomach. His skin looked almost paper white…

Without even realizing it, he must have fallen asleep, because now he was standing back in that black realm, with the child-version of Owen standing in front of him.

The child smiled and reached out for him, Ben hadn't had this dream since that first time. He smiled at seeing the boys sad eyes.

"Hey." He bent down and patted the boy's head.

"Dad." Ben was almost amazed that this time the boy was referring to him as 'Dad' and not 'Mommy'.

Ben pulled the boy closer and hugged him. He chewed on his bottom lip sadly.

"Daddy…we're coming." Ben gasped, shocked from the boy's words…and then everything faded.

With as much strength as he could muster, he forced himself to sit up as reality sank back in. Mei would still be gone for several hours. It was now or never, he was going to die anyway - so he might as well die trying to escape. Ben had no idea who the little boy was, but his words rung in his ears…he's coming, and Ben had to be there to greet him.

He had no idea if it was the fear of dying, or the fever, or if he was going crazy, but he had this weird feeling that someone was coming for him. He forced himself out of bed. It was probably Death, and he would welcome it with open arms. Ben sighed to himself as he used the wall for support, crawling towards the living room. This was insane, no one was coming for him…

Who were they again? Gwen and Kevin…what did they look like? He knew them for years, and yet they're faces were already blurring in his mind. His home seemed like a dream, or a really old show he watched once on T.V. It was all blurry, his whole reality now was just a big blur.

No one was coming…so be it. He would rather die in the woods then here in Mei's bed.

He collapsed in the doorway, and for a second, he was afraid he wouldn't be able to go on. But he had made up his mind, panting, he slowly pushed the curtain out of the way and looked down. It had to be over a ten story drop to the bottom, but if Mei could manage to climb it everyday, then he could. He took in a deep breath and swung his legs over the edge. And anyway, even if he couldn't, what would it matter? He could already feel Death's icy fingers wrapping around him.

He started to climb. It was a slow and painful trip, and Ben's weakened state fought just to be able to stay awake, nevertheless cling to the bark. His mind was too clouded to even concentrate. He had no idea how far he climbed, or how far left he had, when finally his strength gave out. Ben closed his eyes as he started to fall.

* * *

So for you who don't read headers, a friend wants me to add Elena from the Alien Swarm movie, if you want me to, tell me and I will. If I don't hear anything, I won't add her.

Benjamin Tennyson don't you dare give up :'( Sigh…this chapter was getting long, so I'm ending it here. Poor Ben…and I really feel sorry for Kevin…such a harsh childhood…only to spend the rest of his adult days in the Null Void… though I hope that was just a 'What If' Episode, and not an actual episode…I couldn't bare the thought of Kevin being evil again…


	10. Chapter 10: Omnitrix R3

A/N: I just pulled an all-nighter. So if my work is sloppy, so be it.

* * *

CHAPTER TEN: OMNITRIX R3

Ben felt himself falling, it was the most terrifying and exhilarating thing he had felt in a long time, not since he had last become Big Chill or Jet Ray. He kept his eyes closed, imagining the faces of the ones he loved, hoping that that would be the last thing he sees before oblivion.

Then, something happened. The last thing he ever expected to knock him back to his senses…he felt something move within his enlarged belly, like something was trying to break free inside him…the egg was hatching. Ben opened his eyes. No, he couldn't just fall to his death, or let starvation or a fever get him. He couldn't let his body 'reject' this egg…because it was a baby.

A living being.

It had no say on how or why it was created, or if it would live or die. It was a tiny being that was created, and needed him. Something that needed him to survive, and if he chose to die, he was forcing the baby to choose to die as well. He couldn't just give up without giving the baby a fighting chance…the baby…his baby…the word sounded strange to him, foreign to his mind.

He reached out and grabbed the tree trunk, letting himself slide down the bark, bearing with the pain as its rough surface tore up his fingertips, leaving trails of blood up the tree. His battered and weak body just could not get a grip on the bark. He gritted his teeth, he had to do something…

A blue light burst out from his wrist, engulfing the cover that covered the Omnitrix. It circled Ben's body right as he hit the ground. Somehow, it cushioned his fall. The wind was knocked out of him as he hit the underbrush, but he was alive. He felt his enlarged stomach as the thing inside it rattled, trying to break free from the egg inside.

Ben looked down at his wrist, there was no time to wait for the Omnitrix to stop freaking out. He forced himself to his knees and basically crawled away through the underbrush. By now, someone had probably seen him falling and either alert Mei, or were coming after him themselves.

He did not get very far before he finally used up all his strength. The pain was enormous, taking over his mind until all he saw was red. He called out in pain in spite of his efforts to keep quiet, and then he did throw up. But this time, it wasn't what little food he could eat, or just plain bile - he threw up blood. He stared at the crimson pile in disbelief, and then quickly covered his mouth as he started coughing violently into his hand.

Slowly he removed his hand from his face, it was red with blood. He felt dizzy, and could hear a loud cracking noise coming from inside his stomach. He coughed up more blood, and collapsed in the underbrush. As he lay there in agony, he looked over at his left wrist, the Omnitrix had begun to reform, getting larger, covering his hand and up to his elbow, thick cables ran from the center of the Omnitrix into the metal covering his arm. He flinched as he felt the cables slip through the metal and into his arm. Surprisingly, it did not hurt, and if it did, not nearly as much as the hatching egg within him. He watched in awe as dial of the Omnitrix got larger as well, and embedding itself into the metal. This new Omnitrix was not a dial watch anymore. Two more cables lashed out from the center, and through the metal of his hand, before finally, the blue light faded to green.

He heard the Amazarians approach, their loud footsteps shaking the ground where he lay.

"He's mine!"

"No I saw him falling first!"

"Well I NEED him more!"

"Whoever cuts that bitch's baby out of him first gets to claim him!"

There must have been four or five of the smaller Amazarians, ones who probably couldn't find mates, and that Mei had bragged to…

Ben smiled and reached for the Omnitrix, but he had no idea how to use this new weapon. There was no dial, no buttons…

…the Amazarians were only seconds away from him…

"Dad watch out!"

Ben heard the voice, but had no idea who it belonged to. He looked up as a Necrofriggian flew down, breathing ice down in front of the Amazarians, stopping them in their tracks. It landed on the ground in front of Ben, placing the ID Mask back on its face. Ben gasped as he saw an adult version of the boy from his dream.

"Hey Dad! Finally found you!" Owen breathed,

"Dad?" Ben weakly raised his head, blood leaking from the side of his mouth,

"Yeah! I'm your 'runt'." Owen said sarcastically, "I'm one of Big Chill's hatchlings."

Ben was too weak to respond.

Owen walked over to him and gently placed a hand on his shoulder, "Shit Dad…you look terrible. Don't worry, I'll deal with these oversized beasts."

Owen was about to turn around when the Omnitrix caught his attention. He tilted his head, "Uh? Dad? What is it doing?"

Ben looked back over at the Omnitrix. The Hourglass Centerpiece was spinning around in a circle, glowing red. "I-I don't know."

"DNA Genetic Damage Found." The Omnitrix said in Ben's voice, "Attempting to Fix…"

Ben froze, was it talking about the baby? Did the Omnitrix know that human men weren't supposed to have children? Was it going to evaporate it?

A red light exploded from it, engulfing both Ben and Owen. The Necrofriggian gasped in surprise as he was flung back by the explosion, and Ben watched as his world faded from red to black.

Owen picked himself up off of the ground. He held his head painfully. The light was still surrounding Ben, but was fading around himself. He only hoped it was helping him. He froze as the sounds of clapping sounded in his ears. He turned around and saw two men clothed in dark robes…the Aldebaran Brothers, Ackner and Belgit. Ackner clapped sarcastically as he stepped forward.

"Good show. Now, I'll have to ask you to stay put." Ackner cooed,

"What do you want?" Owen spat,

"Cool it Space-Bat." Ackner replied, "All I want is Ben."

Owen jumped to his feet, a little dizzy from just being blasted back. He ran in front of Ben protectively.

"Don't make me kill you boy." Ackner snapped. "It would be such a waste of youth."

"Stay away from my Dad!" Owen snapped,

"What are you going to do? Freeze me?" Ackner stepped forward.

Before Owen could move, Ackner attacked. He lunched at Owen and slammed his knee into the boy's chest. He doubled over coughing, just in time for Ackner to slam his elbow into the ID Mask on his face. The ID Mask shattered, but Owen stayed as he was.

"W-what?" Owen gasped, looking down at his hands.

Ackner laughed, "Looked like you got caught in the Omnitrix's DNA Altering beam. How does it feel to be human?"

"Great." Owen moaned, "Just what I always wanted…at the worst possible time."

Ackner ignored the boy and stepped towards Ben as the red light died away. The large bulge in his stomach had depleted. It looked like a pregnant woman's belly when she really was four or five months pregnant. Ackner ignored the difference and picked Ben up by the front of his ragged shirt.

"Leave him alone!" Owen gasped, holding a hand to his injured chest. Ackner continued to ignore him.

Owen cursed and held out his hand, "Hey Ackner!"

The Aldebaran turned and looked at him, just in time for ice to shoot from his hand and encase the other completely within a large cube, only leaving his outstretched arm and Ben revealed. Ackner dropped Ben and the Omnitrix Bearer fell limp to the ground. Owen spat on the ground as his ribs ached, "Yeah, I did freeze you." He looked over at Ben.

"Dad!" Owen gasped, running over to Ben and pulling him away from the frozen sculpture, as Belgit ran to his brother's side.

Ben groaned weakly in Owen's arms. He sighed and pulled him into the cover of the trees as the Amazarians ran for cover. Owen carefully set him on the ground, shaking his arm gently, "Dad?"

Ben did not respond.

"Dad?" He asked louder, "Dad!" Ben still did not respond. Owen panicked, he had no idea how to check to see if a human was alive or not. He felt his chest move up and down rapidly as fear spread through him, the sensation of air through his lungs was new to him. What did the Omnitrix do to him?

Ben slowly turned towards Owen and smiled, "I'm…hungry."

Owen sighed with relief, "Aunt Gwen and Uncle Kevin are on they're way."

Ben looked so relieved, he closed his eyes and took a deep breath, "Thank you…"

Owen did not respond. He did not have to, instead, he stayed silent and watched, waiting for any sign of the others.

A spaceship drifted overhead. Owen jumped to his feet and went chasing after it, calling up excitedly as it landed nearby. He ran back to Ben, "Dad! They're here! You're going home!"

Ben was so relieved by those words he started to cry.

"Owen!" Gwen gasped, throwing her arms around him, "I was worried. Did you find Ben?"

Owen stepped aside, and Gwen screamed. Kevin and Julie arrived shortly afterwards. Julie stopped dead in her tracks. She stared at Ben in disbelief, she shook her head and stayed there. "That can't be him…"

Gwen pulled Ben's head onto her lap, and Kevin was next to him in seconds as well. Gwen gently brushed the bloodied hair out of his face. She felt like crying as she stared at his gaunt face. His skin was so pale it looked white, and his muscles were completely gone to the point where his bones stuck out of his flesh, and the sickly way his chest moved up and down hurt Gwen deeply. But what was even more intriguing, was a large bump in his stomach, for someone who was so skinny that their spine ridged out of their back, and their ribs showed painfully through the skin, he seemed rather full in the middle.

"Gwen, look at his eyes." Kevin whispered, holding Ben's limp hand tightly within his own, "They're not focusing."

Gwen's eyes glowed purple momentarily and she inhaled deeply, "He's dying Kevin."

She could see the panic race across his face. "Well hurry up! Get him on the spaceship! We have to get him home!"

Kevin gently pushed his hands under Ben's body and picked him up bridal style, "He's…so light." Gwen wanted to cry at the look on Kevin's face. He looked so heartbroken…

"What took you…oh my god is that your friend?" Ana asked, standing in the doorway of the spaceship. Kevin ignored her and hurried inside. She folded her arms defiantly, "No offense Gwen, but he looks like a mummy."

"Did he eat at all since he disappeared?" Gwen shouted as Kevin put him down, "Its been four months! Look at him! He's basically wasted away to nothing!"

Julie did not say anything, she just looked at Ben with a mix of regret, fear, and disgust.

"A-Am I going…home?" Ben whispered weakly, holding on to Kevin's arm as the Aufnehman placed his friend on a bed.

Kevin nodded, fighting back his feelings, but his voice cracked just the same, "Y-yeah Ben. We're going home. We'll be there within three weeks."

The look on Ben's face was priceless. He looked so relieves and happy that Julie burst into tears. Kevin also seemed as if he was having trouble containing himself, Gwen worried about his injuries, but Kevin said that Ben was so light…lifting him did not even strain a stitch…

Ana moved over to the control panel, "Levin! Get over here! Leave him to the girls. We've got to get out of here before the Amazarians trash our space ship, or Ackner defrosts, or Dana Lyn finds us, or someone else decides to come after us."

Kevin nodded, taking one last look at Ben, before hurrying over to the co-pilots seat next to his sister.

"Ok, seatbelts everyone." Ana said suddenly, flicking switches to ready the ship for take off.

Gwen strapped Ben to the bed, and then dragged Julie off to sit in the seats until the ship broke the planet's atmosphere. Owen sat down next to Gwen, copying her. He had never gone through the human procedures of take off before. He leaned his head wearily against Gwen's shoulder, and she stroked his blue hair gently.

"Julie," Ana said after they were cleared from Demetrious gravitational pull. Kevin undid his seatbelt and went straight back to Ben, along with Gwen and Owen.

"Hm?" She asked, picking up Ship,

"We don't have much supplies, but it will be your job to put some meat on his bones before we get to Earth again."

"Yes captain." Julie nodded,

"Is this even Ben?" Gwen snapped, looking Ben in the face, "He doesn't look like Ben."

"Duh." Kevin replied stupidly, "Look at his arm, there's the um, revamped Omnitrix? When did he get that?"

"As soon as he wakes up, he'll tell us." Gwen nodded.

It was nearly two weeks before Ben had enough strength to speak. They had sat him up in a chair, and he was finally eating on his own.

"How are you feeling Ben?" Gwen said as she walked over,

"Better." Ben smiled,

"Uh, hey Benji?" Kevin asked, walking over towards them, "What's wrong with your voice?"

"Kevin." Gwen snapped,

"No, I'm serious." Kevin shrugged,

"W-what's wrong with my voice?" Ben asked, lightly touching his neck.

"You sound like a girl." Kevin smirked,

"He's been through a lot Kevin." Julie replied, not looking at the Aufnehman,

"And that changes what?" Kevin shrugged and sat down next to them, "At least your starting to put back on some weight. Won't your parents be happy?"

"I hope so." Ben quipped,

"Wow Ben, I even thought that sounded girly." Gwen laughed,

"Really?" Ben asked,

"Um…I'm hearing it too now." Julie said, "Are you ok Ben?"

"I'm much better now. As soon as the Omnitrix wigged out on me and Owen, I've had no pain, it fixed that." Ben said, this was the first time he mentioned anything about what happened on that planet,

"Pain?" Gwen gasped, stroking Ben's face, "What happened?"

Ben placed a hand on his enlarged stomach, and Kevin burst out laughing. Ben glared at him, "It's not funny! Oh…I notice it too."

Kevin forced himself to stop laughing, but he still managed to chuckle, "And yet again Ben, you enjoy the joys of parenthood."

Ben lowered his head.

"That's just mean Kevin." Gwen snapped, she looked at Ben, "What happened?"

Ben burst out crying He let his head fall into Gwen's shoulder and he wrapped his slender arms around her neck, "She…she…"

"Oh Ben." Julie whispered, hugging herself tightly,

"I-It hurt so bad." Ben cried, hugging Gwen tighter.

Kevin sat next to them, a sober look on his face, "They raped you didn't they?" Ben nodded into Gwen's shoulder, refusing to look anyone in the face.

"You don't have to be so blunt." Gwen snapped,

Kevin pointed at the bulge in his stomach, "That's proof enough." There was actual pity in Kevin's voice.

Ben looked over at Kevin, and Kevin froze within the glare of those dull, green eyes. He still looked so sickly…Kevin had to look away, he couldn't bare to see Ben like that. He swore and jumped to his feet, storming out, and off to his own room.

"Gwen!" Ana's voice sounded over the intercom, "Please come to the Bridge."

Gwen sighed and pulled Ben off of her, "I have to go." She whipped his tears away, "But I will be back - I promise." Ben nodded. Gwen looked over at Julie, "Watch over him for me,"

"I will." She nodded, moving over to sit next to the bed.

"What is it?" Gwen asked, strutting into the room,

Ana held the walkie-talkie thing out towards her, "Its for you."

Gwen grabbed the phone merrily, "Hi Grandpa!"

"Did you find Ben?" Grandpa Max sounded even more tired then the last time she heard him,

"Yes, but he needs urgent medical attention." Gwen replied,

"Why?" Grandpa Max's voice sounded panicked,

"He looks like a mummy!" Ana called in the background.

"He…he's been through a lot. We're trying to get him home as soon as…"

"GWEN!"

Gwen almost dropped the phone, "Uh, I got to go Grandpa…""No, let me speak to Ben." He begged,

"Alright, hang on."

"GWEN YOU MIGHT WANT TO COME DOWN HERE!" Gwen rolled her eyes at Kevin's loud, obnoxious voice, boomed up at her. She sighed, didn't he storm away? Didn't take him long to come crawling back…

She pressed the mute button and hurried off down towards where Kevin called her. He was in Ben's room. Ben sat up in the bed, the Omnitrix was glowing red again, the hourglass symbol was spinning vigorously. The two cousins looked at each other in fear as Ben started to change. His mummified body rounded out better, his bone arms became slender and well toned, and his ribs became hidden…by large breasts.

Ben looked up in fear as his mummified self disappeared behind a body of a beautiful woman. Gwen folded her arms, a little shocked, a little jealous. She looked over at Kevin and smacked him in the face. He was staring at Ben, open mouthed, nearly drooling. He blushed and looked away as Gwen stepped forward and wrapped the blanket over Ben's assets.

"G-Gwen." Ben whispered, his face was no longer pale, but bright red with embarrassment, "What's happening to me?"

Owen pushed off the wall, he folded his arms, "Probably the same thing that's happening to me."

Ben looked over and nearly smiled. Owen looked different as well. The biggest thing was that his yellow eyes were dulling, fading to green, and he saw brown mixed in with his blue hair. "Owen…I'm sorry."

A large grin burst across the boy's face, "Are you kidding? This is what I've always wanted!"

"Glad someone's happy." Ben sighed.

Gwen shook her head and held Ben's face gently in her hands, "This is probably only until your baby is born. As a woman, your body can handle being pregnant a lot easier. When we get that thing out of you, you'll probably turn back to normal."

Ben shook his head, pushing Gwen away from him - uh - her, "No!"

Gwen was shocked by Ben's sudden outburst she stepped back and put her hands on her hips, "What?"

Ben looked down at the bed, embarrassed by her own reaction. She placed her hands on the bulge in her stomach, "This baby never asked to be created, it never had a choice in who its parents were." He looked over at Gwen, Kevin, Julie, and Owen, studying each one of their faces wholly, "And, it would be wrong to cut it out…to kill it."

"Let me guess." Gwen snapped, "Its not the baby's choice?"

"Why should we decide for it whether to live or die?" Ben replied, "It would be wrong."

Gwen folded her arms and glared at her cousin. She did not know what angered her more, the fact that BEN would have a child come from his loins before she even thought about one, or the fact as a girl, Ben was better looking then she was, leaving behind his geeky appearance along with his testosterone and male genitals. She smiled in spite of herself, "Grandpa Max is on the phone Ben. Want to talk to him?"

Ben's face blushed deeper, "I should, shouldn't I?"

Kevin laughed, "I bet he'd LOVE to hear from his granddaughter."

Ben glared at Kevin as Gwen handed him the phone, "H-hello?"

"Gwen? No, this isn't Gwen…I'm sorry, but I asked my granddaughter to deliver the phone to my grandson…is he there?"

Ben felt tears in his eyes, "Yeah Grandpa Max…its me…"

"Ben?" Grandpa Max gasped, throwing his arms around the slender girl. By the time they made it back to Mt. Rushmore, Ben had put on some weight, she had a healthy glow, and her curvy 'hourglass' figure showed through her pregnant form. Gwen almost hated the sight, and in the back of her mind, she wondered if the Omnitrix could work some if its 'magic' on her.

"Grandpa Max!" Ben laughed, hugging him back,

"Thank goodness your safe." Grandpa Max sighed, refusing to let him go, "And don't you ever to that again, you hear?"

Ben smiled, "Trust me, if I can avoid it - it will never happen again."

Grandpa Max placed his hand on her belly, "So I guess what you told me over the phone was true."

Ben nodded, "Your one hundredth Great-Grandchild, if you count the Baby Chills."

"One hundred and ten actually." Owen corrected.

"Are you sure about this Ben?" Grandpa Max asked, "Your too young to think of children."

"I don't really have a choice. I'm not giving it up." Ben shook her head, "And anyway, it will only take another three to five months for me to give birth, and I'll be back to normal."

"Hm…I'm still going to bring you to a specialist. We have one downstairs waiting, all our Plumber women who mate with aliens go to him." Grandpa Max rubbed his beard thoughtfully, "Oh, and Owen, go down and see him too. Maybe he can find out what the Omnitrix is doing to your body as well."

Owen nodded. His eyes were now completely green, and looked a lot like Ben's eyes. His blue hair was mostly brown now, with a few blue streaks here and there. "I'll go with Dad."

"Maybe you should call him 'Mom' again." Kevin snickered,

"Knock it off." Ben said, elbowing Kevin in the side.

For some reason, jealousy ripped through Gwen. Ever since they got Ben back, Kevin did not leave his side. It never really bothered Gwen, because she knew how much Kevin missed Ben, and how he had realized that if it wasn't for that green-eyed 'Mega-Dweeb', he'd still be in a life of crime and would have probably never reconnected with Ana. But, now that Ben was an extremely good looking woman, it made Gwen jealous that Kevin spent a lot of time with her. She really couldn't understand why she was so jealous, Kevin knew that Ben was a boy, and she knew that he was faithful to her…but why did it anger her so much?

Just like it did when she set Ben and Julie up. The only reason she did that was too hide her feelings…no! She shook her head, scattering that thought, it was because she wanted her cousin to be happy, no matter what. And anyway, Julie had been with them and helped them ever since.

"Gwen?" Gwen jumped as someone calling her name snapped her from her dark thoughts. She had no idea who called her name, so she just looked up. Grandpa Max had his arm protectively around Ben's shoulders, as if she might vanish again if he let her go. He raised an eyebrow as he waved towards her.

"Earth to Gwen!" Kevin laughed,

"Huh? Right, sorry." Gwen replied, "I'm just tired."

Grandpa Max looked around the room, "Where is Anastasia?"

Kevin froze. He looked around the room. She did not even come into the headquarters did she? Was she still back on the ship?

"Go." Gwen sighed, nodding towards the door. Kevin nodded and took off to find his sister.

"Don't worry, she won't leave until we pay her." Grandpa Max snorted, "But it was worth it to get Ben back alive and in, um, two pieces?"

Ben smiled, "You have no idea how happy I am to be back."

Grandpa Max led them down through the halls of Mt. Rushmore, down to a laboratory below. "Arthur? Arthur Smart?"

A loud bang and several crashes sounded from the back of the laboratory. Gwen and Julie looked at each other with worry.

A tall lanky man came striding out from the back, covering in what looked like shards of metal. He laughed as he saw the five of them standing there. He pulled a large piece of metal stuck in his arm out, and the wound healed within seconds, "Maxi-boy!" He sang, shaking off the rest of the metal and walking over to embrace Grandpa Max, "Its been too long! How are the kids? The grandkids?"

Grandpa Max looked down at Ben, "Arthur, this young 'lady' here is impregnated with an alien baby."

"How many times have I told you to call me Arty," His large luminous eyes shone almost wildly, it scared Julie. She backed away. The man laughed, "Don't worry little lady, we MAD Scientists won't bite…much."

He looked down at Ben and felt her stomach, "Fascinating…which alien is the father?"

"An Amazarian." Grandpa Max explained,

"Strange?" Arty's face twisted in confusion, he placed both hands on Ben's stomach before pulling out a stethoscope and placing the cold metal surface to his skin, "Very strange."

"W-what?" Ben asked,

"The baby is really, uh - small, to be an Amazarian young? Was it just conceived last night?" Arty asked, scratching his head,

"Four months." Ben explained,

"Four months? Then that baby should be enormous! I mean, Amazarians aren't known for their petiteness. You should look, well nine months pregnant if you had triplets by now." Arty asked,

"I know." Ben groaned, remembering how large the bulge was before the Omnitrix kicked in.

"Sit down and tell ol' Arty everything." The man cooed.

After Ben finished his story, Arty scratched his head, "Fascinating, simply fascinating." He got up and walked over to Owen, he forced back the boy's eyelids and shone a light in his eye, "I would never imagine he was an Alien…I don't sense any alien within him whatsoever."

Owen didn't respond, he just backed away from the man, backing up to stand next to Ben, as if his 'Father' could protect him from the mad scientist.

"I'm going to issue an ultrasound. See how the baby is doing, how its developing." Arty grabbed Ben by the shoulders and pulled her away from the others, "If what you tell me is true, then I think the Omnitrix not only messed with your DNA and Owen's, but maybe your unborn baby as well."

Ben placed his hand over his belly, "Meaning?"

"That's what we're going to find out."

Kevin finally climbed out of the tunnels under Mt. Rushmore and managed to find where they parked the spaceship. The power was on, and it looked ready to launch. He broke out into a run and headed towards it. Ana had taught him how to absorb the air and how to use it to run literally like the wind. He was there within seconds, climbing into the spaceship, and running towards the Bridge.

"Where are you going?" He snapped as he slowed to a stop within the bridge.

Ana stopped, her arm dropped down from the controls she was issuing. For a second, Kevin thought she wasn't going to respond to him.

Finally, the assassin stood up and walked over to him, her fake 'Ana' appearance looked relieved as she approached, "Hey."

"Where are you going?" He repeated, harsher this time,

Ana avoided his glare, "I'm going back to Anur Phaetos to pick up Griffon and give him a proper burial on his home planet, then, I'm going back to Demetrious."

"Why?" Kevin asked,

"To get revenge." Ana smiled, "You hired me to get Ben back, but that wasn't 'Ben' we picked up. It was a shell of the boy who used to be Ben. So, to defend my honor as an assassin, for not arriving in time to save Ben from getting like that…I'm going to kill the Amazarian called Mei."

Kevin smiled, "Kill her twice for me."

"Will do." She smiled, giving him a thumbs up.

"Then what are you going to do?" He asked.

She folded her arms, "Look for another partner I guess."

"Your not staying?" Kevin's disappointment was clear in his voice,

"Oh don't worry, I'll be back for my money." She smiled, "But yeah, its too dangerous for me to stay."

She perked up, "I know! You could be my new partner! We can go around the Universe, making billions of dollars, doing whatever the hell we pleased."

Kevin grinned, he placed a hand on her shoulder, "There was a time when I'd agree to that. But right now, Ben needs me."

Ana nodded, "I hoped you'd say that." She brushed his hand off of her, "Can you do me a favor?"

"What?" Kevin asked.

She smacked him lightly on the head, "Watch over that pipsqueak…and, be careful. If you even hear word that Dana Lyn is in the system, don't be afraid to use the walkie-talkie to get a hold of me. I'll put her in her place."

"If she ever found out a human was her arch-nemesis, she'd probably die of embarrassment."

"That would be a good thing." Ana laughed.

She threw her arms around Kevin, holding him close one last time, "I'll miss you…brother."

Kevin hugged her back, "Yeah. Me too, sis. I'm sorry I never fulfilled my promise to protect you."

She pushed away from him, and her eyes looked like she wanted to cry, but the Assassin was too proud for that, she turned away and walked back to the controls, "Now hurry up. Your friends need you."

Kevin nodded, he turned and left. He had so many mixed feelings in his mind as he walked from the spaceship that Ana launched up into outer space, that he did not know what to do. Ana leaving was almost like ripping his stitches open all over again.

Ben ran over to him and wrapped him in a tight hug, his bright green eyes shining happily. His happy face seemed to chase all those concerns away, "Kevin!"

"Uh?" Kevin replied awkwardly.

Ben dropped his arms and blushed, "I have no idea why I just did that…I'm just so excited!"

Kevin was too busy watching Ben's 'assets' jiggle as she jumped up and down to respond.

"Eyes up here Kevin." Ben snapped.

"Wha?" Kevin shook his head, he blushed, "What happened?"

"Kevin!" Ben smiled, "it's a girl…a healthy HUMAN baby girl."

Kevin smiled and patted Ben on the shoulder, "That Omnitrix works wonders doesn't it?"

Ben blushed and grabbed his stomach, "I'm not going home any time soon am I?"

Gwen walked up, she smiled and hugged Ben, "Not like that you aren't, your parents would never believe us."

"But…they have to be worried." Ben replied, looking down,

Kevin shook his head, "Going back now would only cause trouble. We'll wait the extra five months, then you can go home."

"Till then?" Ben asked,

"School started awhile ago." Grandpa Max explained, walking up with Julie in toe, "But the Plumbers can easily create files for you that will make it look like you're an exchange student. We do it all the time for aliens that move to the planet with kids."

"My parents know about aliens and such." Gwen explained, "They would understand, and know not to tell Ben's parents."

"I'll call them and then make the documents." Grandpa Max nodded.

Kevin looked at Ben as Grandpa Max walked away, "You sure you can do this Tennyson?"

Ben sighed, "No…but I'm going to have to aren't I?"

Gwen laughed and put her hand on Ben's shoulder, "Well, if your going to be an exchange student, we're going to have to go shopping."

"That and the fact that none of his clothes 'fit' anymore, if you know what I mean." Kevin chuckled. He placed an arm over Ben's shoulders, and started leading him off, "And now that you're a smoking-hot girl, I'm going to give you a few pointers on how to avoid all those horn-dogs out there."

Gwen felt her anger boil. No…Kevin had done that to Ben before when she was a he…it shouldn't bother her. She took in a sharp breath and followed them. Julie stood there for a few seconds, before following as well.

* * *

HA! Serves you right Ben! Aw…no, I'm just teasing. Get better soon Ben! Anyway, yeah, like I said, all-nighter….I'm tired…sleep now….


	11. Chapter 11: Tena Sonne

A/N: Sorry for the break! I was in and out of the doctors due to check ups and other stuff…oh well! Can't be helped! Anyway, enjoy!

TakingPyrakitt2's advice, I'm adding breaks between scenes (actually, I think Ry said something about that and I ignored her…it actually should be a good idea to listen to a professional author…), and Ana has a really wicked high-tech space craft that is above and beyond earth's abilities…that's how they were able to go so far so fast…I guess they must have traveled above Light Speed?

Anyone else realize the lack of originality in today's market? I was listening to my friend go on about this Danny Phantom series, and though it sounds good, I was just thinking, nothings really original anymore is it? Ben 10 and Danny Phantom are no exception… Just within Ben 10 is a cruel example… Ben 10: Ben TENnyson, Ben rhymes with Gwen, which rhymes with Ken, then there is Kevin Levin, or Kevin Eleven…

Yeah, so I went with Tena Sonne to keep the unoriginal theme! So sorry, I was going to name her something completely different, but whatever…

* * *

CHAPTER ELEVEN: TENA SONNE

"Tena Sonne?" Ben repeated sarcastically, "Ok, what IDIOT came up with that name?"

Kevin burst out laughing, "I thought it sounded cute."

"Give him - ah - her a break Kevin." Gwen snapped, she looked over at Ben, "I'll admit Kevin's choice in names is not really original, but it was one of the better ones."

Ben rolled her eyes, "I'm afraid to know the others."

Kevin chuckled, listing off names with his fingers, "Benita, Brianna, Jen, Brenna, Bennie…"

Ben grabbed Kevin's hand and threw it aside, "I get the picture. But does it have to sound like my old name? Wouldn't people get suspicious?"

Kevin's eyes dropped from Ben's face, "Honestly, with those hooters, and that pregnant body, I don't think anyone's gunna think anything."

Gwen smacked him on the back of the head, "Stop that."

Ben looked over at Julie while the two squabbled. She was not even looking at her. She lowered her head, in fact, she hadn't said more then two words to her since she became a 'she'. Ben shook her head, "And why do I have to stay at Gwen's house as an exchange student? Wouldn't it be safer just to stay with Kevin and pretend to be a 'new kid'?"

Kevin looked away, and Gwen saw the shame in his eyes, but she knew better then telling Ben Kevin's biggest secret. She stepped back, not knowing what to say for once. Finally, Kevin turned back to Ben, "Because 'Sonne', I live in a small apartment, too small for two people."

Like the back of your car? Gwen felt like adding. But she stayed silent.

"I can sleep on the couch." Ben replied,

"It's a batch suite." Kevin replied, folding his arms, "Sorry bud, no room. And I am NOT sharing a bed with you."

Ben huffed and looked back at Gwen, "As long as your parents don't tell mine."

"No." Gwen agreed, "They won't."

Kevin reached over to help Ben up onto her feet. She thanked him and rubbed her enlarged stomach. Kevin bit his bottom lip, "Are you scared?"

"Terrified." Ben nodded, "How am I to protect Earth while taking care of a baby?"

Gwen hugged Ben lightly, "You'll just have to save some of that hero business to us for a little bit, at least until she's in preschool."

"School!" Ben gasped, pushing Gwen off of her, "What am I going to do?"

"Mom went shopping at the maternity store. She managed to find regular jeans, and a black tee shirt, nothing too girly." Gwen promised, "So you won't be too uncomfortable."

Ben sighed, "Thank you."

Kevin leaned back against the wall, watching Julie quietly slip out of the room. He grimaced at her and looked back at the two girls, "This is going to be difficult."

* * *

"Wow Ben! I mean, Tena! You look amazing!" Gwen cooed. Ben looked at herself in the mirror and pouted. She's going to need some serious counseling when she turns back to a 'he'. But she did have to admit that Gwen was right, the clothing that Mrs. Tennyson picked out was perfect. The Jeans and tee shirt some how molded around her figure, and even with the enlarged stomach, Ben almost turned herself on. She flicked her long brown hair off of her shoulder - when did it get so long? Ben had not noticed the long wavy hair draping down her back…

"Please say you're not going to put make up on me?" Ben complained,

"As if." Gwen rolled her eyes, "With those eyes, you don't need it. And I doubt you'd want any anyway."

Ben nodded, she was checking herself out in the mirror, letting her eyes trail over every curve. Gwen glared at her, "Don't get used to it."

"Hell no!" Ben smiled, "Three more months?"

"Four." Gwen corrected.

Ben frowned, she sighed and lowered her head, "I don't think I can do this…"

Gwen grabbed her shoulders, "You can and you will. Now remember. From this moment on, until you walk back into this house, you are Tena Sonne, not Ben Tennyson."

Tena nodded and looked down at the Omnitrix, "Though this distracting thing kind of gives it away."

"That? Do you even know how it works yet?" Gwen asked.

Tena shook her head, "No. I wonder how it works? I can't even see the images anymore."

Gwen looked thoughtfully down at the Omnitrix, "This is all too strange."

"Your telling me." Tena sighed.

"Gwen! B-Tena! Your ride is her!"

Gwen opened her bedroom door and called back at her mother before turning back to Tena, "Ready to go?"

Tena took in a deep breath and nodded.

Kevin honked his horn noisily outside. Gwen rolled her eyes and led Tena down the halls and off towards the Camero. "Finally!" Kevin smiled.

"Why are you so ecstatic?" Gwen moaned, "You hate school."

Kevin smiled, "No, I'm just excited for the first wave of 'fan-boys' who see Tena. So you know the rules right Tennyson?"

Tena nodded, "Stay by your side until we walk into class. Then I'm on my own."

"I'll keep the horn-dogs from fondling you up." Kevin smirked, "I take care of my girls, right Gwen?"

Gwen rolled her eyes and folded her arms. She looked out the window silently.

Kevin looked at Tena through the rearview mirror, "What's her problem?"

Tena shrugged her shoulders.

And Kevin was right. Tena was used to everyone staring as they entered the school when she was 'Ben'. Everyone would turn and stare at Gwen and Kevin, but this time, all eyes turned to her. Tena blushed as Kevin led them to their usual table. Uncharacteristically, Julie was not there. Kevin sat down where he usually sat, motioning for Gwen to sit on one side, and Tena on the other side of him. Tena felt her cheeks burn as people stopped to stare at her. She lowered her head and looked down at the table.

Kevin laughed, "Get used to it!"

"I hope I don't have too." Ben muttered,

"No you won't." Gwen agreed, jealousy claiming her once again.

Several people approached them, they pretended to be interested in whether or not they found Ben over the vacation, but all their concerns were completely see through. Tena sighed as she realized how used 'Ben' really was. It was obvious they were using him as an excuse to try and meet her. Little did they know…

The bell rang…and that's basically how the rest of the day panned out. Teachers introducing her…students gawking at her…Julie avoiding her…it was hell. The worst part was, several men walked up and started hitting on her! Even with this impregnated….

…But that wasn't the worse thing. The worst thing was when some people asked if Kevin was the father. Tena would always get so chocked up whenever they asked that, and Kevin even knocked one of them out. Not to mention how upset Gwen got at that question…

Tena sighed and sat down at their usual spot as students emptied the building around them for lunch. Kevin, naturally, was over at the vending machine, trying to pick out whatever soft drink wouldn't be expired. Gwen rolled her eyes and sat down next to her cousin, in Julie's usual spot. And even though Tena already could guess that Julie wasn't coming, she still felt bad.

"Why don't we go to Mr. Smoothie?" Tena asked,

"Yeah, I bet the clerk there would love to see the new addition to the family." Kevin rolled his eyes,

Gwen glared at him and looked around, no one was paying attention, "Shush Kev!"

Kevin laughed, that causes several people to look, "No one's listening Gwen!"

"They are now." Tena whined.

Some blond haired kid walked up to them. An evil smile stretched across his face, "So, did you find Ben yet?"

Gwen shook her head, "I'm sorry Collin, but no."

Tena blushed. Collin was the last person she talked to before being kidnapped. He looked over at her with a sly smile. "And who's this?"

Tena forced a smile and held her hand out towards him, "I'm Tena."

"Collin." He replied, shaking her hand, "I heard you're an exchange student. Where are you from?"

"A town in the mountains named Demetrious." Kevin laughed, causing both of them to glare at him, "Alright, sorry. Stop looking at me like that."

Gwen turned to Collin, "She's from Europe."

Collin stared at Tena for a few seconds and laughed. He laughed so loudly nearly every head in the cafeteria turned to look. He placed a hand on Gwen's shoulder, "That's nice…I'll see you later Gwen."

Gwen smiled sheepishly, brushing off Collin's hand, "See you."

Collin grinned darkly and walked away, saying under his breath, "Sooner then you think…"

And school continued, just like it did in the morning, except more painfully because now that everyone knew that she was an 'exchange student' living with Gwen Tennyson, everyone was interested. Finally, the end of day school bell rang, and life as she knew it crumbled around her.

* * *

"Ben, or should I say Tena now?" Julie said, walking up to her. This surprised Tena. Julie had waited until the three of them were in the parking lot and were about to climb into Kevin's 'not-yet-sold-since-Ana-hadn't-come-back-for-any-money-yet car'. She pulled her scooter up next to it as Kevin was helping Tena get into the back seat. It was starting to get hard for her to get up and down.

"Tena, you mind if we talk." Julie asked, "Alone?"

Fear cursed through her and she slowly nodded.

Julie led Tena away from the Camero and Kevin's watching eye. She lead her back by the bleachers of the back football field, before finally turning back to Tena. "Ben…I don't think this is going to work."

Tena froze. Her jaw dropped, "W-what?"

Julie's eyes watered, and Tena could tell that she was fighting back tears, "Ben, I just…I'm not a lesbian, and I'm not ready for a relationship involving a child." She turned her back on Tena so she could not see her face, "At least until you're a boy again…I think we should go our separate ways."

Tena slowly shook her head as shock over came her, "Wait? You're breaking up with me?"

"Don't say that so loud!" Julie gasped, looking around. There was no one nearby to hear, "Yes, I am…but only until you're a boy again."

Tena clenched her hands into fists, "No! Julie don't!"

But Julie did not respond. She turned and walked away from Tena, leaving the other standing there dumbfounded beneath the bleachers. It was several minutes before she had the courage to return to the Camero…they all seemed to know what happened, and no one asked questions. Kevin just quietly helped Tena into the car, and they drove off towards Frank's house.

"Um…" Tena moaned as the Camero pulled in front of Frank's house. A beige station wagon was parked outside, next to Frank's car. She squeezed her eyes shut, "What are my parents doing here?"

Kevin bit his lip as he put the car into park, "Want me to go in?"

"Why are you being so nice?" Gwen snapped, opening up the door, "We're fine Kevin. Go home."

She could see the hurt expression on his face, but she ignored him. She also knew he did not have a home to go to…that's probably why he was always visiting either her or Ben on their off days. She smirked, and helped Tena out of the car and into the house.

"So this is the girl you told us about?" Carl asked, turning to look at the two girls as they entered the house, "Tena right?"

Tena slowly nodded her head. Every inch of her body wanted to run to her parents and hug them, to see them after all those months of hell back on Demetrious. She missed them so much, and yet even now that she was home, she could not see them.

"Um…hello." She managed to say weekly,

"I'm surprised they agreed to accepting you into the exchange program like that." Anne smiled, reaching out to grab Tena's shoulder, "But then again, it is so nice to meet a beautiful girl like yourself."

Tena forced a smile, "T-thank you."

Anne pulled away and brushed a lock of hair from her face, "Though your parents must be worried…you don't know how hard it is to be separated from your baby…" She looked down at Tena's bump, "Though I guess you'll learn all too soon what motherhood is like?"

Tena cringed, "Y-yeah."

Frank and Carl walked off into the kitchen for a few beers, leaving the girls all alone. Mrs. Tennyson looked from Tena to Anne worriedly. The other woman looked like she was going to break down again. Tena sighed, "I'm…going to my room."

"It was nice meeting you." Anne replied.

Tena felt tears forming in her own eyes, "Nice meeting you too."

Ben closed the bedroom door behind her as she and Gwen slipped into Gwen's room. She sighed and turned towards the bed. Owen was sleeping peacefully under the sheets, his brown hair the only thing peaking out from under the covers.

Tena slowly sat herself down in a chair, "Gwen…"

Gwen looked over, "Yeah?"

"Will…will I ever go back to normal?" She whispered.

Gwen nodded, "Yes. I am sure of it."

* * *

And things kept going like that. Days turned into weeks, and weeks into a month. By now Gwen and Mrs. Tennyson were going out shopping for baby supplies, and Ben was desperately searching for a name. It was just one of those days, Ben still had no idea how to work the new Omnitrix, so there was no 'Going Hero' time, but luckily, any alien activity was small and manageable between just Kevin and Gwen.

Speaking of Kevin, what he was doing over that day was beyond Ben. With Grandpa Max off to train his Plumbers Kids now that Ben was back, Gwen and her parents out shopping, and with the recent discovery that Anne was pregnant herself, everyone was busy.

Owen slowly peeled an orange, "I really don't see the big deal." He shrugged and threw the peels away,

"That's because you grew up an asexual species…gender is not a big deal." Ben moaned,

"True." Owen shrugged,

Kevin stood up, "Whatever. Ben, you've got three to four months to name that thing. What's it gunna be?"

Ben looked thoughtful for a second, "Gwen has always been there for me…to help me. I think I want to name it after her. I think I've decided on, Gwyneth."

"Very original." Kevin rolled his eyes,

"More original then Tena Sonne." Ben challenged,

"Point." Owen laughed.

"Who asked you?" Kevin sneered, fighting a large grin from overtaking his face.

The phone rang. Ben jumped to her feet - well, more like slowly rose, and waddled over to the phone. She picked it up the receiver, "Tennyson residence, Tena speaking." Ben's face froze, and immediately Kevin and Owen knew who it was. "Oh, hello Mrs. Tennyson, right, Anne." Ben's parents liked being called by their first names, they thought it made them sound younger or something.

Kevin slowly walked over to Ben, standing behind her, eavesdropping in on the conversation. Owen just rolled over from where he sat on the bed and listened.

Ben's face went pure white. She turned to look at Kevin in dismay, "B-Ben's been found?"

* * *

Uh-oh! Hm…what could that mean? Oh well, I'm going to work, so I'll finish writing later.


	12. Chapter 12: Ben 1 no 2

A/N: I know you'll be reading this from your bed, but:

GET WELL SOON RYGEL-N!!!!!!!!!!!!

I want to see more of your art soon! Especially that one with Emil in it…I know how much work you put into that in grade 10...

…which means no one's proof-reading my work…if its rough, sorry! Oh, and read my poll, I want to give Rygel-n a get-well-soon present.

* * *

CHAPTER TWELVE: BEN 10-2

The Camero pulled up in front of Carl Tennyson's house, followed by Frank's car. It had taken several minutes to get a hold of Gwen and her parents, and several more before they came home, confused out of their minds.

Tena stood in the front yard, of her old home, her arms folded with worry. What did they mean they found Ben? Did they learn her secret? Gwen grabbed Tena's arm and gave it a light squeeze before leading the way into the Tennyson's home, her family following awkwardly.

Carl threw the door open in Gwen's face. She gasped and jumped back just in time. "You're hear! Finally! You'll never guess what!"

Gwen could hear the excitement in his voice and her throat went dry. She cast one last look back at Tena, Kevin, and Owen, before Frank pulled her into the living room. There were several police officers in the room, as well as a paramedic. Gwen's eyes narrowed as she saw who was sitting on the couch…

Anne had her arms wrapped tightly around Ben's shoulders. He was wrapped in a blanket and was retelling some lame story that the officers would believe. He looked up as Gwen walked into the room and smiled.

"Hey Gwen." He waved,

Gwen just stood there for a few seconds, staring at Ben as if he was a ghost, "H-how?"

Ben cast her a confused look, he tilted his head, "Oh, right! I guess I should explain where I've been?"

"Not until you eat something! You look famished!"

Ben nodded, a smile crossing his face, "I am! Can I get some chili fries and a smoothie?"

"Anything baby." Anne cooed, kissing his forehead. She then turned to yell at Frank to go get Ben's requested items.

Ben stood up, "I'd like to go to my room now."

The officer nodded, "We've got all the information we needed. Get some rest Ben."

Ben tightened his grip on the blanket, "Yes ma'am."

He looked over at Gwen and smiled, "Come on!"

Gwen saw the regular, unrevamped Omnitrix on his wrist and gasped. She looked back at the other three. Tena looked so shocked that she wasn't even moving, and Kevin and Owen did not look impressed. She smiled at them and followed Ben. Kevin sighed and pulled the shocked Tena after them up to Ben's room.

Ben sat down on his bed and sighed, Gwen sat down next to him and stroked his back. He watched with curiosity as the others walked into the room. "Who are they?"

"I was going to ask the same question." Tena snapped, standing across from Ben.

"This is Tena and Owen." Gwen mentioned, pointing at the two of them, "Tena is an exchange student, and Owen is one of the Baby Chills…only human."

Ben's face lit up, "Cool! I thought Kevin said we'd never see them again?"

Owen folded his arms and sat defiantly next to Tena, the look he gave Ben was sheer poison.

Ben shivered and looked away, "I bet you want to know what happened?" Gwen nodded. Ben sighed and looked from face to face, "Well, I was walking to Mr. Smoothie, when some of Vilgax's goons jumped me. He hired them because he was banned from Earth and could never return.. They took me to Vilgaxia where Vilgax was going to 'Publicly Execute' me." He looked down at the Omnitrix, "I managed to escape and turn into Big Chill to fly back here…took forever though." He smiled and looked over at them, "No thanks to you guys."

"That's a lie and you know it!" Tena screamed, jumping up. She walked over to Ben, "You're not Ben!"

"Tena!" Gwen snapped, pushing Tena back, "He's more of a Ben then you are!"

Tena gasped. She turned towards Gwen, "He's got to be Albido or something!"

"Albido is in a maximum security prison." Gwen folded her arms, "I thought you never looked like Ben…even as a boy. When we saw you lying there, I knew there was something wrong!"

Tena froze. She took a few steps back, "G-Gwen? You have to believe me! I'm the real Ben!"

Ben smiled and stood up, "Can someone tell me what's going on?"

"Shut up Imposter!" Tena snapped, she turned back to Gwen, "G-Gwen!"

Gwen grabbed Ben's arm, "I'm sorry Tena."

She closed her eyes and they glowed purple, "They have the exact same Mana Signature." She released his arm, "No way to tell who is the imposter."

Tena shook her head vigorously, "No!" She turned back to Kevin and Owen, "You believe me? Don't you?"

Owen nodded, "I tracked you all the way to Demetrious. I know your Dad. He is an imposter." Tena smiled and threw her arms around the boy. He smiled and hugged his 'father' back. Tena looked up at Kevin with worry.

There was no way Kevin would side against Gwen…no way…

"I hate to say this Gwen." Kevin snapped, moving in front of Tena, "But you're wrong."

"I'm wrong?" Gwen repeated, placing her hands on her hips, "Just LOOK at them Kevin."

"I am. And do you know what I see? Tena and an Imposter."

"Kevin!" Ben gasped, he took a step towards the Ex-Con, but Kevin tensed, as if he was ready to attack the other. Ben stopped in his tracks, "Its me! Come on, isn't this proof enough?" He held out his arm, showing the Omnitrix, "There is only one…" Ben paused as Kevin grabbed Tena's hand and pulled her arm out into view. Gwen growled as she saw him grab her hand…even if it was just to prove a point.

"Yeah, and it doesn't work." Gwen snapped,

"I-I just don't know how to use it yet!" Tena cried.

Gwen growled, "Kevin, you can't choose her over me."

"This isn't about choosing." Kevin replied. Tena was shocked at how calm his voice was, "This is about what's right and what's wrong. We did not go all the way to Demetrious to rescue an impostor. Ana and Owen BOTH tracked him down to Demetrious. Ana is never wrong, if this Imposter was the real Ben, she would have tracked him down."

"Everyone makes mistakes." Gwen said bitterly,

"Both of them?" Kevin asked,"What does Owen know? He's just a young Necrofriggian!" Gwen yelled, grabbing Ben's hand, "You are real right?"

Ben nodded, "C-come on Kevin! Look at her! To my knowledge the Omnitrix can't change your gender."

Kevin moved directly in front of Tena, as Gwen stepped forward. It looked like a fight was about to break out…

"Ben!"

Everyone turned towards the door. Julie stood in the doorway beaming brightly. She ran over to Ben and threw her arms around him, "I knew that wasn't you! I just knew it!"

Tena's jaw dropped. She looked at Julie in shock, "N-no wait!"

Julie looked over at Tena with disgust, "I knew you were never my Ben. Right from the moment I saw you."

Carl poked his head in the doorway, "Benjamin, I brought you your chili fries and smoothie." He stopped and looked at everyone's faces, "Um? I'm not interrupting anything am I?"

"We were just leaving." Kevin snapped, grabbing Tena's wrist tightly and pulling her from the room.

Ben turned away from Julie, "I have ANOTHER imposter? Great. What are we going to do now?"

Gwen shook her head, "I don't know. I don't think Tena could cause any real damage, not now that you're back."

Ben sighed, "I'm not too sure about that. 'Ben 10' is a galactic hero. If she tricked you, who else could she trick?"

Gwen smiled, "Cocky…now I know you're the real Ben."

~ * ~

"Who does he think he is!" Tena screamed as Kevin's Camero roared down the highway,

"Apparently you." Kevin muttered, trying to output all his rage into his driving. They roared down the empty highway.

Owen folded his arms from the back seat, "I don't trust it."

Tena felt tears coming to her eyes. She fought them back, "Gwen she…she took the impostors side!"

Kevin gripped the steering wheel tighter, "I know."

"And I can't believe you chose me over her." Ben whispered, turning back to look out the front window,

"I know." He repeated.

"Kevin?" Tena asked.

Kevin pulled the car to the side of the road, "Grr! I just don't understand any of this. All I know is that for once, Gwen is wrong." He looked at Tena with determination, "She is…I know you're the real Ben."

Tena let out a small smile, "Thank you Kevin. You don't know how much this means to me."

Kevin sighed and slammed his head against the steering wheel, "I know it means that me and Gwen might not be so cool after this."

He placed the car in park and turned to face Tena completely, "And this also means you can't go back."

Tena lowered her head, "Why?"

"Because…if your own cousin sided with that creep, then what do you think Max would do?" Kevin's voice was like acid in Tena's ears, "He's going to side with the impostor and you know it! Which means, we're going to have every Plumber on earth against us."

Tena lowered her head, "I…don't like the sound of that."

Owen shivered, "What do we do?"

"Run like fuck?" Kevin stated, "Its either that or wait for Manny to come and rip your head off."

Tena grabbed her neck with a gulp, "B-but where do we go?"

Kevin bit his lip, "The last place they would think we'd go…New York."

Tena slowly nodded, "Why?"

"We can hide among the crowds, and I know the backstreets better then anyone else." Kevin sighed, "I swore I'd never go back there, but desperate times calls for desperate measures."

Tena looked back out the window, "Gwen's probably telling Grandpa Max right now…"

Kevin put the car back into gear, "Which means we're leaving now. We can stop later for some supplies."

He stomped on the gas pedal.

~ * ~

"Tena is an imposter?" Grandpa Max gasped. He called a soon as he heard that Ben was back,

Gwen nodded, "Yes Grandpa. Kevin turned on us and went with the impostor."

"I'll send Manny and Helen to investigate…do you know where they may have gone?" Grandpa Max asked,

"I have a pretty good idea." Gwen nodded, looking out the window, "Kevin's garage."

"We'll look. I'll also put a memo out with the plumber to be on the look out for a green and black alien-tech enhanced car."

"Thank you Grandpa." Gwen agreed.

She sighed and placed the phone down. Had it really come down to this? Was she really up to fighting Kevin? She gritted her teeth…that impostor had Kevin wrapped around her pretty little fingers! How dare she make Kevin choose against her! Was Kevin blind? It was obvious that this Ben was the real one…

Ben walked into the room, happily sucking back on a smoothie, "What did Grandpa Max want?"

"He's sending some of the Plumber's kids out after Kevin, Owen, and the Impostor."

Ben nodded, "We should help."

Gwen sighed and folded her arms, "Yeah but…that means we'd be fighting Kevin."

"I always knew he'd turn on us…right from the start." Ben huffed, throwing out the empty cup,

"Excuse me?" Gwen replied,

"Think about it," Ben looked at Gwen darkly, his green eyes almost sneaky, "All he had to do was completely earn our trust. He was probably the one that tipped off Vilgax's goons where I was."

Gwen lowered her head, "You think so?"

"Doesn't that sound like Kevin?"

"The old Kevin…not the new one." Gwen replied,

Ben turned away and started out of the room, "Old habits die hard. He already sold the Rustbucket One, instead of helping us back on the red vs. blue planet, he was only interested in making money…should I go on? All he's ever been interested in is the money." He growled, "Argh! Why did we never see it?"

Gwen rubbed her arm shyly, "Maybe…we did not want to believe it?"

Ben grabbed her by the arms, she flinched back against the feel of his calloused fingers, but kept her gaze staring at those large green eyes…

"Gwen." Ben said softly, almost seducingly, "Who knows what those three are up to. With Kevin's street sense, and that Impostor's no how…Heck, even the car alone could pass them off for us. They could be causing all kinds of chaos."

"They could reveal your secret." Gwen agreed, "What do we do?" She could not pry her eyes from his…she missed that face too much.

"We have to stop them." Ben continued, "I know it will be hard…but we're going to have to stop them."

Gwen felt her eyes sag as she continued to stare at Ben. She wanted to pull him close and…

The phone rang, snapping Gwen out of her deluded thoughts. She blushed and pushed Ben away from her, walking over towards the phone again, "Hey Grandpa!" She smiled and turned back towards Ben, "They found Kevin's car. It's not heading for the garage at all…its on the highway."

Ben nodded, "Let's go."

Gwen turned back to the phone, "How fast can you have the Rustbucket 2 here?"

"I'm outside honey." Grandpa Max replied.

~ * ~

"Kevin." Owen warned, "Can this thing go any faster?"

Kevin looked into his rearview mirror, "Yeah, why?"

Kevin sighed, "Dammit. I was hoping at least to be in New York before they found us."

"Step on it Kevin!" Tena gasped.

Behind them, the Rustbucket roared, their weapons ready to fire, Helen running next to it, gaining speed…soon she would be on top of them…

And Kevin punched the car into Nitro, sending them speeding down the highway, and for such a large RV, the Rustbucket soared after them.

* * *

Dramatic fight scene next. Sorry for the delay, I've been working on a get-well-soon present for my little sister.


	13. Chapter 13: Desperate Measures

A/N: Still on my own, but working hard!

So I recently found out that Kevin's car is not a Camero like I thought it was, but a Dodge Challenger. But just for simplicity, I'm going to keep referring to it as the Camero. I was so sure though that it was a Camero…

I guess we all make mistakes. Sorry for the mix up.

* * *

CHAPTER THIRTEEN: DESPERATE MEASURES

The Camero sped down the highway as missiles followed closely after it. Kevin cursed to himself and twisted the steering wheel hard. The Camero launched itself off the road, and Kevin straightened out the wheel, sending the car over the bumpy desert road. Tena gasped and held on tightly to the hand holds within the car. She wished desperately that she could 'Go Hero' and get them out of there…but that was impossible.

Owen gritted his teeth, "I'll hold them off."

"What the fuck are you going to do?" Kevin swore,

"I was blasted away before the Omnitrix finished changing my DNA. I still have some of my Necrofriggian powers." Owen replied, removing his seatbelt.

"No!" Tena snapped, turning around to look at the boy, "Its too dangerous!"

A missile hit the back of the Camero, sending them spinning out of control. Kevin bit his lip as he fought to regain control over his precious wheels. He did not have time to complain about the damage it did to his car. He finally got it in a straight line, the tires hitting some rocks, sending the car into the air. It landed with a thud. Kevin thought bitterly, this can't be good for the suspension…

"We don't have much of a choice!" Owen snapped,

"Don't hurt them." Tena ordered,

Owen nodded, "I'll just disable them."

Tena watched helplessly as Owen's body went intangible and slipped through the back of the car. She buried her head into her hands and cried out loud. Kevin cast her a brief glance before stepping on the gas, twisting the wheel to send the car off the sand, and onto a rocky plane. With something for the tires to grip onto, Kevin floored the gas pedal, and raced off into the sun set.

Owen landed gently on the ground behind the car. He saw Helen zoom by him, and he shot a beam of ice just in time to hit her before she was out of reach. Helen gasped as her legs froze up and she was forced to a halt. He stayed intangible as the Rustbucket soared over him, jumping into the air and becoming tangible once again, only once he was safely inside of it.

Gwen gasped and turned around, she shot an energy beam at the boy. He went intangible right before it hit him, and launched a beam of ice in return. She raised a force field, blocking Owen's attack.

Manny came at him from behind, and Owen just barely managed to avoid his attack, stepping aside as the giant Tetramand stumbled stupidly into the table. Owen went intangible once more as Cooper shot some sort of mechanical device at him. It went through him easily, hitting Manny behind him. He smirked as Manny cried out as the device shocked him. He jumped over Manny's unconscious body and quickly launched a ball of ice at Gwen, freezing her from the waist down. He quickly froze her hands and ran to the control panel.

Grandpa Max turned from the steering wheel and reached under his seat, pulling out a device that he had stolen from a bounty hunter after Ben all those years ago. He held it out and shot it at Owen. The boy gasped as his body solidified.

"Solidifying your protoplasm." Grandpa Max said smugly. Before the boy could move, he reached over and punched him in the side of the head, sending him sprawling into the passenger seat. Owen quickly turned around and sprayed ice across the dashboard, freezing the controls, and ultimately freezing the engine. The Rustbucket rolled to a stop.

Ben and Allen came from the back of the RV. Owen pulled himself up just as Allen sent a fire ball at him. Owen screamed as the flames hit his skin, blasting him out of the RV. He hit the ground and rolled behind them.

"Careful!" Gwen screamed, "He's human now…"

"Who cares?" Allen grunted, hopping out of the RV as well, landing on the ground in front of the boy.

"Ben!" Gwen gasped, "Do something."

Ben reached down for the Omnitrix, "Allen can take care of Owen. I'll deal with the Camero."

"B-Ben!" Gwen cried,

"Don't worry…I'm not going to hurt them. Kevin is still our friend." Ben nodded, slamming down the dial of the Omnitrix. A green light blasted from the Omnitrix, engulfing Ben completely.

Gwen smiled as the Green light faded, and a giant pterodactyl alien stood in front of her. Ben outstretched his wings and yelled, "JET RAY!"

Jet Ray launched a beam at Gwen, blasting apart the ice, before opening up the door of the Rustbucket, and flying out of it. Gwen ran to the door and looked out. Allen and Owen were just dots in the background. She clenched her jaw and ran after them. Grandpa Max swore and went to work trying to get the RV started again.

Gwen ran back just as Allen launched another fireball at Owen. The boy raised his hand and countered with ice, but the ice was melted almost immediately with Owen's weakened powers. He screamed as the fire engulfed him.

"Owen!" Gwen screamed, "Allen! Don't kill him!"

Allen smiled and stopped the fire, allowing Owen to fall to the ground, "I won't. But that doesn't mean I'll let him get away either."

Owen forced himself to his knees, his clothing burnt and falling off in places. He looked up and launched ice at Allen.

The ice again melted as it came in contact with the Pyronite. He gasped as the water soaked him. Allen roared, "That's it!" He reached out both his hands and attacked Owen.

Owen fell backwards as the fire engulfed him. Gwen gasped and quickly raised a force field around him.

"Gwen!" Allen snapped,

"Leave him alone! You defeated him!" She ran over to the boy's side, pulling his head onto her lap.

"But he's the enemy!" Allen complained,

"He's a child!" Gwen snapped, "A deluded child."

Cooper walked up behind them, "Well, chain him up. We can keep him hostage."

Gwen nodded, allowing Cooper to walk over and tie the boy up. She then watched helplessly as Manny picked him up and threw him into the Rustbucket.

Owen screamed as he hit the floor of the RV. He struggled against his confines, he looked up at Gwen with fear, but she just looked away. Rubbing her arms in worry.

~ * ~

Kevin looked into the rearview mirror as they raced down the barren road, "We've got company…"

Before Tena could answer, something hit the top of the car. Kevin swore and rolled down the window, "WATCH THE FUCKING PAINT!"

"I think your paint job is the least of our problems." Tena complained, looking out the window, "The imposter…he found us!"

"Kinda busy Tennyson!" Kevin snapped, wrenching the wheel to avoid Jet Ray's attacks.

Tena looked down at the bump in her stomach, and then down at her Omnitrix. Why couldn't she get it to work? And even if she could, this pregnant self couldn't fight…she had no idea what aliens were like when they were pregnant. It could hurt the baby.

"Give me the wheel." Tena ordered,

"What?" Kevin asked, turning his head momentarily to look at her,

"You can fight the Impostor." Tena said,

Kevin shook his head, "No. That would mean leaving you unprotected. And even though I've been an insensitive jerk all these years, I'm not a jerk enough to do that."

Jet Ray hit them with another ray, it hit the back of the car, bursting into flame. Kevin struggled to keep the car going in a straight line. Tena screamed as Jet Ray launched another beam into them. Kevin looked around. There was not much more damage his baby could take. He had to think fast…

There. Straight ahead. He quickly looked at Tena, "Hold on tight."

Tena looked confused, "W-what?"

"Just do it!" He yelled.

Tena looked ahead. There was nothing straight ahead. Well, nothing except for a large gorge…

"Kevin…your not serious…" Tena gasped.

Kevin did not respond, he just floored the car. The broken Camero raced towards the gorge, Jet Ray launched another beam, hitting it in the front of the car, blasting open the hood, and knocking out the headlights. Kevin swore and kept the pedal down. It just had to hold out until…

Tena felt the ground give way underneath him. It was a sharp decline down into the gorge, and the car rolled down it fiercely, hitting every rock and dip on the way. Tena screamed and held on as tight as she could to whatever she could find. Kevin gasped as the car slammed into the side of a tree, catching onto the door and ripping it off. He reached over Tena and grabbed a handle on the other side of the car, keeping his arm protectively in front of her. The other he kept on the steering wheel, trying to give their wreck some control as it careened down the hillside.

Finally they hit a drop, the car sped down it and landed front-first into the ground. The front of the car crunched into itself before falling backwards in a crumbled heap. The two were panting heavily.

Kevin looked over at Tena, and before she could say a word, he scooped her up and out of the car, carrying her over to a rock formation a little ways from the car. He placed his hand on the rocks and allowed it to cover their bodies. The two pressed themselves as close to the rocks as they could, remaining completely silent.

Jet Ray landed on the hood of the car. He turned back into Ben and the young man jumped down. He hurriedly peeked inside the car, "K-Kevin?" After seeing no one in the wreck, he moved away, looking frantic, "Kevin! Kevin!"

A sly smile stretched across his face, "Oh well. One less problem to worry about. I'll just say it was an accident. Gwen will believe me."

Tena could feel Kevin's grip tighten on her arm. She gently held him back as Ben transformed back into Jet Ray, and flew away. They waited a little bit before finally sighing in relief.

"Come on. Old Max and crew will be here soon." Kevin grunted,

"Kevin." Tena whispered, using his arm to help her to her feet, "W-why are you doing this?"

Kevin turned around to look at her in confusion, "Doing what?"

"Helping me. Going against Gwen, going back to a life of running?" She sounded on the verge of tears as she spoke.

Kevin pushed a lock of her hair from her face with a smile, "Are you stupid or something?"

She tilted her head. But no words would come to her mouth.

Kevin stepped back from her and his smile disappeared, "Tena…your more important to me then anyone else in the world!"

"Really?" Tena replied sarcastically, folding her arms.

Kevin nodded, "Back when we were kids, I asked if you wanted to be my friend. I was just going to use you, but you honestly wanted to be my friend. You wanted to help me."

He turned around, "No one in my life besides Ravin has ever done that. No one has ever wanted to be my friend without expecting something in return, no one has ever wanted to save me from my life." He couldn't look at her, "When you disappeared, I realized something. If it wasn't for you, I'd probably be dead now."

Tena walked around Kevin and looked up into his dirty face. She wanted to reach up to him, but the look on his face told her not to move.

"I felt like a failed…you, you're my best friend Tena." Kevin shook his head, "No, you're more then that. You're like a brother. And when…we got you back, that guilt just would not go away. The moment I saw that Impostor, I knew that wasn't you, it just did not feel right. I just…"

He shook his head and grabbed her gently by the shoulders, "If you ever tell anyone about this, your dead Tennyson."

Tena smiled and gave him a light hug, "I doubt we'll live long enough to tell anything with the entire Plumbers force after us."

He sighed and pulled himself away from her before walking back to his wreck, "And there…goes my car. DAMMIT!" He kicked a piece of metal away. He continued cursing and swearing as he went digging through the wreckage, pulling out a backpack full of stuff…all his positions actually, he couldn't keep them in the garage because then the owners would know he's been living in there.

He turned back to Tena, "Come on, they'll be here soon."

Tena nodded, "Right."

The two headed off down the gorge, walking side-by-side silently. Neither one of them could find any words to say. The sun set and the night started to grow cold. Tena started to shiver, she rubbed her arms mechanically against the cold.

"Ready to find a spot for the night?" Kevin shivered,

"I am getting pretty tired." Tena agreed.

Kevin walked over to the edge of the gorge. He pulled a rock over and made a little hideaway, "This'll hide us for the night."

Tena walked over, "Good. Now where are you going to sleep?"

"Nice try." Kevin smirked, "I only have one blanket."

"Are you serious?" Tena blushed,

Kevin nodded, "Uh, yeah. What's the problem?"

Tena blushed and looked away, "We can't share a bed!"

Kevin looked at her with confusion, "Why not?" He smiled, "Awe Benji, your not thinking perverted thoughts are you?"

"NO!" Tena gasped, "I mean, keep dreaming."

Kevin laughed and pointed down at her bump, "Trust me, with that, you'd be lucky if anyone was interested. Now stop being a baby and get over here."

Tena rubbed and arm and slowly walked over towards Kevin. He pulled out a blanket and curled up on the ground. Tena lay next to him, facing the other way. Kevin laughed and threw the blanket over her.

As night grew later in the desert, the temperature dropped further. Tena shivered, and without meaning too, she curled up next to Kevin for warmth. He sighed and rolled over, curling up to her for warmth as well. By the time morning came, they were probably the only warm things in the gorge. Tena rose as the sun went up, shaking the frost off of the blanket. She shook Kevin awake, "Come on, before they find us."

Kevin grunted and leaned up, "Yeah…alright…ok…"

He yawned and folded the blanket back up, stuffing it into the backpack and pulling it onto his back. "You do realize its going to take weeks now to reach New York."

"Then lets start by climbing this gorge." Tena sighed. Kevin repeated her mockingly.

The two finally reached the top of the gorge, only to be met by a familiar face.

"Well then, how was your trip?" Ana smiled, helping to pull Tena up from the hillside, "And yet, its still fall."

"Very funny." Kevin complained, "I thought you were going to Demetrious."

"I was going to, but then I changed my mind." Ana shrugged, "I'll bring you with me when I go. That way, you can have the fun of destroying Mei along with me."

Tena smirked at the idea, "When I'm back to normal…I'd love to help."

"So, why are you here?" Kevin replied, dusting himself off,

"I came for the money you owe me." Ana smirked, folding her arms.

Tena and Kevin exchanged glances. Ana's smirk burst into a full fledged smile, "So, where is it?"

"About that…" Kevin sighed, "Its in a crumpled heap at the bottom of a gorge. Blame Tena's grandfather and his crew for that."

"Hey!" Tena snapped.

Ana sighed and looked down at her fingers, "That's not good. Nope, I can't let you have my services for free now can I? Even if you're family, I'm still charging."

Kevin bit his lip, this was probably the only time Tena would ever see him beg, "Please Ana! Give us some more time! I - I mean we - don't have it, but we will get it!"

"Oh don't try that." Ana replied. She put her hands on her hips, "You're just going to have to pay me back through services."

"What do you want me to do?" Kevin asked,

"Well, until I get a new partner, I don't have a manager." She said, "And that means I can't take any more work until I get a new one."

Kevin was about to say something, but Ana cut him off, "Which means I'm going to need a new partner to accompany me to Xenon, and do whatever they want until I'm done my business." She stared at them slyly. They stared back at her in confusion. Ana dropped her arms, "Are you two idiots of something? I need YOU to accompany ME to XENON, Azumuth's home world, the guy who created the Omnitrix and probably knows what's going on with it, while I do my work?"

Tena finally clued in. She smiled, "And this will pay you back?"

"Completely." Ana nodded, "And it won't even take a month this time. I'd give it…come on Tena, you know…"

"Four days" Tena nodded merrily, [A/N: See Footer]

"So, how are we getting there?" Kevin asked, "Are we taking the Anodite's ship?"

"Oh no, that thing was much too slow. I sold it and bought myself an even better ship." Ana gestured at them to follow her.

Kevin and Tena did not argue. They followed Ana down the rocky plane and around a steep rock face…

…where a beautiful red convertible mustang sat.

Kevin's face lit up, "Oh wow!"

"And, also, to help pay off your debt." Ana added, "You have to be my personal driver." She threw the keys at Kevin, who happily took them.

"Oh dear." Tena sighed, climbing into the back seat, as Ana sat up in the passenger.

Kevin put the car into gear and it took off down the road, "Wow! She handles so smoothly…corners perfectly."

Tena rolled her eyes, "Great."

Ana laughed.

Kevin cheered and laughed, "I LOVE THIS CAR!"

"Good. Now hurry up, we're heading to my hanger. It's not to far from here, turn left and go straight."

"And then?" Kevin asked,

"Off to Xenon." Ana finished.

* * *

Oh, and by the way, I watched Secrets of the Omnitrix recently, it only took them like, two or three days to find Azumuth, so I'm going to stick with that timing again this time. This time line seems even more ridiculous then mine, but whatever, I'm going to stick with it.


	14. Chapter 14: The Last Straw

A/N: So much work, and we're finally at the end. This is the last chapter, I hope you enjoyed the fan fic as much as I enjoyed writing it!

* * *

CHAPTER FOURTEEN: THE LAST STRAW

"Nope. Nada, nothing I can do." Azumuth stated, shacking his tiny head,

"But!" Tena complained, she collapsed to her knees in a last desperate attempt for help.

Azumuth turned to her and folded his hands behind his back, "The Omnitrix I designed is long gone. Think of it as, well a living weapon. A weapon that had the ability to grow and adapt depending on the user's ability. I knew the green one was basically an upgraded version on my own, but this one perplexes even me. Its so advanced it has over ten thousand aliens at your disposal, ignoring all the ten minute time limits, and the default sets of ten."

"But how do I use it?" Tena begged,

Azumuth shrugged, "That is for you to find out."

Tena's jaw dropped, she hung her head. Kevin walked up in front of her, "And how does 'she' become a 'he' again? Do we wait for the baby to be born?"

Azumuth shrugged, "I may be the creator of the Omnitrix, but there are several thing about it that not even I know. Like I told you, it is a living weapon, free to grow and change at will. But I believe that this may just be a 'form' the Omnitrix is using to keep your body healthy."

Tena remembered the pain and shuddered.

Azumuth went on, "And thus, this is a form and that is why you cannot use the Omnitrix."

"So you believe me that I'm the real Ben?" Tena smiled,

"Don't insult me!" He snapped, turning away from them, "I know my work when I see it."

Tena smiled and looked over at Kevin. He looked down at her with an 'I-told-you-so' smirk. He helped her back to her feet before turning back to Azumuth, "Thanks for your help. Or should I say lack of help?"

Azumuth smiled, "Your on your own children. Don't squander your time."

Kevin led Tena from Azumuth's cave. She looked over her shoulder as the tiny Galvan disappeared into the darkness. She sighed and looked ahead as Ana's ship came into view. The girl was leaning against the side of the ship, she looked up at them as they approached with a smile.

"Ready?" She asked,

"Thank you Ana." Kevin smiled, he jumped up onto the ramp, and helped pull Tena up behind him. Ana waited till the two of them were aboard before climbing up as well.

"For what?" She grinned, "You paying me back? Now hurry up, we've got to be in New York by the end of the month."

"Your taking us to New York?" Kevin asked,

"I think its good to visit family, don't you think?" Ana replied, she looked at them slyly, "But we have to blend in better."

"Eh?" Tena asked, slowly setting herself down on a chair,

"They will be looking for the two of you. Plus, Dana Lyn is still on the loose. I heard a rumor she's in the region." Ana closed the door and removed the ID Mask, Ravin appeared from beneath it, "The world knows Ana, but no one knows Ravin."

"Gwen does." Kevin replied,

"Yes, but as Ravin, I look like an ordinary girl. Nine-hundred-thousand of a million." She explained, playing with a lock of her long black hair, "Tena is fine as she is, but you Kevin, the entire Underground knows you. We already have the Mustang to get around in without being worried about being spotted, but if the Underground finds out about you, so will Max Tennyson."

"What do you want me to do?" Kevin replied.

The most evil, dark, and creepy smile Tena had ever seen crept across Ana's face, "Just wait until I get this baby into the air…then we'll change your image."

~ * ~

Tena screamed against the pain as it spread through her body. It was like that pain back on Demetrious, when she was still a he, and he felt like someone was ripping apart his penis. A blond Kevin held tightly onto her hand as the nurse came back into the room.

"I'm sorry sir, you're not supposed to be in here." She said, a little too cheery for Tena's liking, "Or are you the father?"

"YES! Whatever!" Tena shouted, she grabbed Kevin's shirt, pulling him down so his face was inches from hers, "DON'T YOU DARE LEAVE ME!"

"Ok!" Kevin gasped, pulling himself away from her, keeping her hand tightly within his own. He looked over at Ana who sat holding Tena's other hand, she shrugged and grinned darkly.

Ana's disguises had worked. They had lasted this long hiding within New York. They even spotted Grandpa Max and crew, but they did not give them a second glance. Ana had brought them back to Kevin and hers childhood home. It had been long abandoned, but it was a safe place to hide. Still, Owen had no problem escaping by phasing through the chains and tracking them down. Tena was almost glad that he found it so easy to track her down.

Though Kevin had protested extremely having his hair bleached, he had to admit, even Gwen would never expect this. They had gone unnoticed by everyone for a long time, playing mother, father, and daughter. Ana could easily pull off a young teenager, and it only took a little make up to make Kevin and Tena look older. She had forbid ID Masks, because Dana Lyn could sense them. She only used one because it pissed Dana Lyn off, as well as hid the fact that she was human.

Tena screamed as she felt something begin to squeeze out of her loins. She tightened her grip on Kevin's hand, "Get out of me!"

Finally, with what felt like ever, the nurse held up a bloody, blue baby. She held it up for Tena to see, then carried her off to get cleaned up. Tena felt her heart stop as the nurse placed the beautiful perfect baby girl in his arms. She had a small tuff of hair on her head, and beautiful green eyes looking up at Tena. She couldn't find any words to say.

"Hey there Gwyneth." Kevin said softly, grabbing her little hand, the baby made no sound. It did not cry like most babies when they were born.

"Congratulations!" The doctor said, walking over to the bedside, "How are you feeling Mrs. Sonne?"

Mrs.? Oh right, she had accidentally said that Kevin was the father just to keep him in the room. She rolled her eyes, and the doctor laughed.

"Right, get some rest." He nodded, "I'll put the baby in an incubator."

Tena almost felt her heart break as the nurse took her baby away. Kevin smiled, "So, was all that worth it?"

Tena couldn't help but smile back, "It is now."

~ * ~

ONE YEAR LATER

~ * ~

"Step on it Kevin!" Tena shouted, holding onto a crying baby,

"I'm going as fast as it'll allow me to go!" Kevin cursed, keeping the gas pedal on the floor.

It was nearly a day after Ana send word that the Plumbers now pulled out the Vulpimancers to track them down. There was nothing they could do, you cannot hide from Vulpimancers, and Tena knew that well. She had had her fair share of tracking things down when she could turn into the Vulpimancer, Wild Mutt.

But the Omnitrix still did not work. And she was still stuck as a girl. She had no idea how to switch back, or even how to use the new Omnitrix, all she knew that the last year she had no time to learn. She had been too busy changing diapers and coddling a clingy baby.

Ana had gone back to work. She found a new partner and was long gone. She was not there to help them. All they had was Kevin, his hair now back to black, Tena, Owen, and the baby Gwyneth. There was no way they could fight off the plumbers…

And then it happened. Something hit the wheel of the Mustang, and it spun out of control. Kevin slammed on the breaks to skid the car to a stop. Gwyneth's screams sounded loudly through the car. Kevin jumped up and looked at whatever fired at them. The Rustbucket soured their way.

Kevin placed his hand on the red paint coated vehicle and let the red metal coat his body. Owen was out seconds later, standing next to Kevin, ready to fight. The Rustbucket stopped in front of them, and Max Tennyson and his crew stepped out. Including Julie and Ship, it was nine against three, and Tena could not fight, so technically, nine against two. Immediately Kevin knew the outcome of this battle.

"Kevin." Gwen said softly, stepping forward, "Please, be reasonable."

"I am being reasonable!" Kevin snapped, "Stop letting that impostor blind you!"

"I'm not the impostor!" Ben replied, "She is!"

"I have no reason to impersonate you!" Tena cried, holding onto Gwyneth tightly,

"Enough." Grandpa Max stated, "Give up now, and no one get's hurt."

"Fat chance Grandpa!" Manny laughed, charging at the Mustang.

Kevin grinned and lashed out at Manny, hitting the alien as hard as he could. Gwen immediately shot beams of energy at them, which Owen stepped forward to block with his ice. Helen burst forward, aiming straight for Tena. Owen growled and quickly launched some ice at her. She gasped and slid, crashing into the side of a rock face. Cooper pulled out a grenade launcher, but instead of grenades, it launched some sort of strange circular disk. Tena quickly pulled out a laser gun from under the seat and shot at them before they could reach Owen or Kevin.

Allen charged at Owen, sending fireballs at the boy. Owen grinned and dodged them easily. He shot ice back at the Pyronite. Gwen turned and charged at Kevin. She sent two beams of purple light at him, but he caught them.

"You don't have to do this." Gwen gasped as she struggled to keep her ground,

"Yes I do!" Kevin snapped, "At least until you stop letting that impostor fool you."

"You're the one being fooled!" Gwen shouted.

Kevin was about to respond when he heard Tena scream. He turned around in a panic, momentarily forgetting about Gwen. Using this too her advantage, she wrapped her beams around the Aufnehman and threw him away, letting him land several feet away. Kevin gasped as the wind was knocked out of him, but did not give himself time to regain it. He forced himself up, as he saw Jet Ray land on the Mustang. He turned back into Ben, pulling the baby away from Tena. Gwen gasped and ran over, scooping up Gwyneth from him.

"Leave her alone!" Tena screamed.

Ben did not answer. He turned into Humongousaur, picking her up by the front of the shirt.

"Tena!" Kevin shouted,

"Dad!" Owen gasped.

Owen turned around and launched a beam of ice at Humongousaur. Humongousaur easily swatted the ice away, as Allen launched fire into Owen's back. Owen screamed and collapsed forward. Tena struggled against Humongousaur 's grip. The alien just smiled and threw Tena. She screamed as she soared through the air, landing with a thud a few feet away.

"Tena!" Kevin screamed, he ran at Humongousaur , but all the giant dino had to do was flick its oversized tail, and Kevin went flying.

Tena climbed to her feet, she looked down at her Omnitrix, but it was till non-operational. Humongousaur quickly changed into Swamp Fire. Tena rolled out of the way as he launched a fireball at her. Swamp Fire walked towards her, raising his hand to attack. Tena quickly raised the Laser gun and shot at Swamp Fire. She knew it would do no damage, but she had to try. Swamp Fire laughed and charged at Tena, she gasped and jumped aside just in time.

Kevin was there within seconds. He punched at Swamp Fire, his fist going through the alien. "Isn't this ironic?" He smiled, "Wasn't this how we got reacquainted?"

"I should have known back then that you would be nothing but trouble!" Swamp Fire hissed,

"No." Kevin shook his head, removing his fist and punching Swamp Fire in the face, "Because your not Ben!"

Swamp Fire blasted Kevin in the chest with a fire ball. Kevin screamed as the metal was melted away, and he was blasted back once again.

"KEVIN!" Tena shouted, she grabbed her laser gun and charged at Ben. But the Omnitrix bearer was faster, before Tena could process it, she stopped. She looked down at her chest, where a large crystal punctured.

She coughed, blood spewing from her mouth as she did, and fell to her knees as Diamond Head turned back into Ben. He smiled as he pulled the crystal from her chest, "Without you, now I am the real Ben. The one and only."

Tena's eyes widened as numbness overtook her body.

"Tena!" Kevin had never felt so terrified in his life. Ignoring the burns, and a large bleeding gash on his chin, he charged at Ben, pushing him roughly away. But before he could reach Tena, Cooper shot him with one of those disks, it electrocuted him on the spot. Kevin screamed and fell to the ground, stunned for a few seconds, he crawled towards Tena.

She looked up at him with dulling eyes. Kevin felt his breath stop in his chest, he held onto her shoulders as blood came from her mouth.

"Tena no…" Kevin whispered, breaking out into tears,

"G-Gwyneth?" She whispered,

"I'll get her…" Kevin nodded, "Just you wait, I'll go get her! You stay here!"

Tena nodded and wrapped her arms weakly around Kevin's neck. He held her gently, feeling her sob into his neck. He broke down into hysterics, cradling her as he felt her life slip away, and her body become limp in his arms. He screamed in agony and laid her down on the ground, pushing her bloody hair from her face. Her green eyes were still slightly open, void of all life. Kevin sobbed and gently closed them as he stood up.

"Bastards!" He shouted, he turned around, Allen had Owen lying on the ground, the boy was curled up in a ball against the fire. He turned and looked at Gwen, who held the sobbing Gwyneth gently in her arms.

"GIVE HER BACK!" Kevin shouted, he charged at Gwen, and she screamed and stepped back.

Ben quickly turned into Jet Ray and launched a beam right into Kevin's back. He screamed and fell to the ground. But he refused to stay there for long. He jumped back to his feet and continued to run towards Gwen.

The baby screamed, reaching out her tiny arms towards him. He reached out towards her, reaching for her tiny hand, then felt something pulling at him. He turned around and saw Grandpa Max, holding a Null Void Projector.

Kevin's eyes widened. He turned around to face Gwen, "I'll never forgive you!"

Gwen lowered her eyes as Kevin's feet left the ground, being sucked into the Null Void.

"I'll get you back! I'll get you all back for this!" The bitterness in his voice cut Gwen like a knife. "I'll get my revenge on you, Ben!"

Grandpa Max closed the Null Void projector, "Good riddance." He looked up at Gwen as she stood there shaking, holding the sobbing baby, "Are you alright?"

She cried out and fell to her knees as large tears fell from her face.

Owen slowly rose to his feet while Allen's eyes were distracted, as soon as he was on his feet, he took off running, he scooped up Tena's lifeless body and fled. Allen turned to follow him, but Grandpa Max shook his head, "Let the boy go."

Ben hurried over to Gwen, "I'm sorry Gwen. I know you did not want them to get hurt…I didn't mean to hurt them."

Gwen shook her head, "I know…its alright. You did not mean to hurt them."

Ben smiled, "Of course."

"So, what are you going to do with Tena's kid?" Cooper asked,

"I guess she was my impostor, so I should take the kid?" Ben offered,

"Are you sure?" Gwen asked,

Ben nodded, "it's the least I could do."

Gwen sighed and slowly handed the baby to Ben.

It continued to scream as loud as it could within Ben's arms. He turned towards Grandpa Max, "Come on, let's go."

~ * ~

Owen collapsed behind a rock face, he gently laid Tena on the ground and cried, he curled up against the cold rocks and cried.

~ * ~

Kevin floated within the Null Void, the hatred and anger growing within him as he wiped his bloody chin with his sleeve. An Alien came towards him, and he angrily lashed out at it, absorbing its powers…

…the next time he saw Tennyson, he was going to kill him…

THE END

* * *

Yeah, so that's it. I guess it will be one of those 'So this is why Kevin is evil and hates Ben again' stories…just think about all that pent up rage he built up in the Null Void?

Watch out for the sequel coming soon!

All I Couldn't Give

Preview:

Twenty years is a long time to be holding a grudge. As Devlin found out when Kevin escaped the Null Void for his revenge. Without his adopted father or Kenny to rely on, how is he going to save the world? Future Ben 10, Rated M


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